SpiderMan Unlimited
by King gunman
Summary: Bitten by a gentically altered spider Peter Parker gains amazing power but heroics are far from his mind. However, when his actions cause a tragedy, he learns an invaluble lesson: With great power comes great responsibilty!
1. The Web Part One: Nightmare

**SPIDER-MAN UNLIMITED**

Disclaimer: I do not own Spider-man or any related character, all of which is property of Marvel Comics. I only own the story and any possible OC's.

Author's note to the reader

Hello. First, I would like to thank you for, out of the countless fan fictions on this web site, that you chose mine, Spider-man Unlimited. How you came to this is unimportant, whether you where intrigued by the title or summary, interested in some new work on the site, or simply board out of your skull, and wanted to find something to read.

Most of you are most likely are already familiar with the origins of Spider-man, how a radioactive spider bite gave Peter Parker all the powers of a spider, how he used his powers in wrestling to earn money, how by letting a criminal escape, led to his beloved uncles murder at the hands of the very man he let go, and how that young man learned the most valuable lesson, anyone can learn 'With great power, comes great responsibility.'

Now, this isn't the same-old-same-old retelling of the Spider-Man mythos. This is a tale of lose, love, trust, betrayal, and most of all, humanity. This is SPIDER-MAN UNLIMITED!

**Chapter 1: The Web Part One: The First Strand **

New York City. A part of the United States mostly know for high population, roaches, rats, rude citizens, and a high crime rate. It is also a major attraction to tourists for its landmarks, such as the Empire State Building, Statue of Liberty, Elise Island, Broadway, and many more.

Another thing New York City is famous for is Superheroes. The most famous of course being the Fantastic Four, consisting of The Thing, the stone giant with a gentle heart of gold, the Human Torch, the hot-headed, youthful pyrokinetic, The beautiful, and seldom seen Invisible Woman, and the highly flexible Mister Fantastic. But, this is not a story of them, but of an average teenage boy, whose life is about to change dramatically. That boy is Peter Parker, and his story, begins at exactly 6:30 a.m. on an oddly cold Wednesday morning.

_BIZZ, BIZZ, BIZZ, BIZZ, CLICK!_ Peter sat up in his bed, groaning, yawning, and rubbing his tired eyes. Peter was your average 15 year old teenager, nothing really special about him, he wasn't remarkable handsome, wasn't extremely athletic, just average. He was a scrawny boy, not very muscular, though he had strong leg muscles and a great cardiovascular system. Peter had earned it from years of running. He wasn't a track star, and he didn't run for fun, but to escape Flash Thompson, the football star of Midtown High.

Blonde hair, blue eyes, ripped to the point of ridiculousness, had almost every girl in the school wrapped around his little finger, and had the IQ of a soap dish. But you shouldn't say that in front of the soap dish, you might offend it. He signal handedly disproved the Nazi philosophy of the Aryan Ubermensch, much to the joy of the ghost of Friedrich Nietzsche.

Peter's hair was a curly light brown, and eyes a bright blue. His limbs where lanky, but not out of proportion to the rest of his body. He rolled out of his dirty, heavily used bed. He walked across the dusty, squeaky floor to the closet. Opening his closet door, which made a low groan of protest, Peter removed a set of very worn and very old jeans and a shirt with a rather large hole through the right sleeve. He laid the out on his bed, before he left to take a shower.

The bathroom was nothing special. The tub was small with just enough room for one to sit down in if inclined to take a bath and the showerhead suffered from minor calcium and lime build up and drained a little slower than what one would like. The toilet was kept nice and clean with a roll of cheap toilet paper standing vertically on the tank. The, sink was dingy and the drain in a similar state to that of the shower. The mirror above the sink had a crack scaring across the middle.

He jumped when the cold water hit his skin. The water heater was broken again. Wonderful. He quickly showered, cleaning himself of filth. Peter got out and dried himself off with a soft white towel hanging from the towel rack beside the shower stall.

Peter went back into his room, which was across the hall from the bathroom. He dressed quickly and walked down stairs to the kitchen. His home was a small place with leaky pipes, dirty floors, and a leaky roof. The air-conditioned rarely worked and when it did, typically made a horrendous clanking noise.

He could smell breakfast already, fried bacon and eggs, made by his Aunt May. He didn't live with his parents. They had died in a plane crash when he was just a baby. He had lived with his Aunt May and Uncle Ben for as long as he could remember.

Aunt May was in her mid 40's. She was kind, loving women with an aura of warmth about her and the greatest cook in the world in Peter's own completely unbiased opinion. She always kept her gray-brown hair just past her neck and the ends curled upward. May had a small collection of dresses but most proffered her current attire, a navy blue blouse that could have passed for denim and a blue skirt that reached the middle of her shins.

Uncle Ben was older than May but Peter never bothered asking by how much, his face was strong, his eyes where kind and wise. They both tried to support both themselves and Peter, but they had fallen on hard times. Uncle Ben had been fired by his employer, at the cannery, his boss had said, '_Sorry Ben, but I have to let you go, down-sizing and all.' _Ben had taken it all in stride, tried hard not to let his depression at loosing his job show, but he failed.

Peter had taken a part time job at a convenience store in Flat Iron to help earn money. It wasn't much, and he had to lie about his age to get the job, but money was money. Aunt May, on the other hand, was usually too ill to work. Since she was ten, May always had experienced bouts of poor health and had been in and out of the hospital almost all her life due to heart problems

"Oh, good morning Pete!" Uncle Ben called from the stove. Thick strips of lean bacon crackled and curled in the pan he was tending too, while pancakes turned a golden brown in the other, small blobs of butter sizzling away on top of them, seeping deep within the sweet flatbread. "Sleep well?"

Peter scratched his head and yawned loudly, "Not to well really, had a nightmare." He sat down at the small, round, wooden table, waiting for his breakfast.

"Really? What was it about, dear?" May asked as she walked into the tiny kitchen, in her kind, loving voice. It always calmed his nerves when Pete heard her talk.

"Well," started Peter, "to some it up, I got stuck in a giant spider web and was eaten by a giant spider." Peter stopped as Uncle Ben placed a plate of bacon and pancakes before him, the smell making his salivary glands to jump into hyperspace.

"Ah, just another spider dream, eh?" Uncle Ben replied, returning to the table with his own plate.

Peter nodded dully, rather uninterested in the conversation. "A low level of Arachnophobia can do that."

"Come on Pete, you have got to get over this whole spider thing! It was just one time."

He put his fork down at this and slowly turned his head toward Uncle Ben. "One time I was completely covered with very large, very hairy, spiders!"

"Okay, now you're just exaggerating!" retorted Ben with a snort. "They're couldn't have been more than twenty off them and they were tiny tinny little ones!"

"This is supposed to make it better how?" Peter said, throwing his arms above his head excitedly.

May chuckled slightly, cutting into her pancakes with the edge of her fork, "Now, now children, do I have to separate you two?"

Both Peter and Ben simultaneously sank down into their seats and muttered "no".

"Other than that, how did you sleep?" May asked, still smiling broadly at the two men's reactions.

"Okay, I suppose," He said taking a bite of a maple syrup soaked pancake. Peter Parker slowly chewed his food, rolling what was scheduled for school today. _Lets see, first period math with Mr. Flint, joy,_ Peter especially liked math class, but god! Mister Flint could make Buckingham Palace guards pass out he was so boring! _Then genetics with Dr. Conner's, _he was a nice guy, Peter liked him, _then history the professor Monroe, then, lunch, followed by the fieldtrip too a bio-research lab. _Peter really looked forward to that.

Peter gave a loud yawn. He hated mornings. All they were was the calm before the wedgies, and the swirlys, and the being stuffed into a locker with three other people and the wedgies…oh how he hated his life.

* * *

As Pete finished up his breakfast, across the city in the Financial Distract, just south of Chinatown and Tribeca, was Oz Corp., the corporate headquarters of Osborn Industries, the largest provider of weapons and technology to the U.S. Military. It was a tall, imposing building, curving inward just slightly. Its outside was cold, and gray, with the windows dark and dingy, casting no reflection of the cityscape and blocked all view in, or out of the building, as if to stamp out all hope for the employees. The inner bowels of Oz Corp., was a seeming mirror image of its outside. The floors were cold, gray stone with a decidedly gritty feel to them. The walls were barren, only a few paintings of Norman Osborn, the head and founder of the company hung to give a sense of life.

Norman was a tall, powerfully built man. His hair was dark red, slicked back, and neatly trimmed. Mister Osborn's eyes were a sharp, emerald green. He always wore a business suit of navy blue. His tie was solid black, and on each hand he wore an emerald ring. He was a cunning businessman that never gave any opportunity to his enemies to make a comeback before he crushed them like bugs. Of course, there was one man who Norman Osborn was always careful he did not cross.

He was Wilson Fisk, too the world he was a charitable man who had climbed from the slums of New York's Hells Kitchen, to become rich and powerful. Much of this was true, but what the world didn't know was that mister Wilson Fisk was in fact, the fabled Kingpin of Crime. He controlled most of the organized crime on the east coast, and soon too rule over all crime in the states. Of course, all kings had enemies, and Norman was more than willing to give Kingpin the 'toys' necessary to take care of them. It was Fisk that, Norman was on the phone with in his office, on the very top floor of Os Corp.

"Don't worry mister Fisk, I'll have the equipment ready for you soon," Mr. Osborn said, in his deep, calm voice, "You just have to be patient."

"I have been patient Osborn! For five months, I have been nothing but patient, waiting for you to finish the product! Mean while, my enemies, get closer and closer. I need those weapons now!"

"All right, Mr. Fisk, I'll send you the prototype soon, just please stay calm!" Norman said too Mr. Fisk, "I'll have it ready in two weeks, just please stay calm!"

"Fine! But, if the weapons are even one _second _late, I would watch your back, Osborn!"

Norman heard the phone slam on the other end. Conversely, Norman sat the phone down on the receiver calmly. Norman, rubbed his throbbing temples. This always happened when he did business with Fisk. It had gotten even worse last month, when this Dare Devil character showed up in Hell's Kitchen, a major source of revenue for King Pin. He had been interfering with Wilson Fisk's dealing. This distracted King Pin long enough, for many of his competitors to get footing in other areas of the state. Combined with new high tech armor and weapons that they had some how acquired, easily gained dominance in many vital parts of New York, a fact Mr. Fisk, was very displeased with.

Norman pressed the button on his intercom, which came alive with a crackle. "Yes, Mr. Osborn?" Saundra, his secretary queried.

"Could you please send Gomez up here?" Norman opened his desk drawer, searched for just a second before pulling out two small, red folders.

"He's on his way up to your office Mr. Osborn." Saundra said over the intercom. He told here thank you, before he started looking through the pages. All the pages were filled with figures, grafts, and illustrations that would make the average mans head spin. To Osborn however, they made perfect sense. They were notes on the various projects Oz Corp. was working on. The two folders he had pulled out were the military development folders, filled with different models of all the weapons and such his company was developing. He would sell the weapons to the military at high prices, and to the King Pin, for a reduced price.

To avoid any suspicion, he would stage "robberies", of the warehouses, where he stored the equipment. Osborn paid off the guards, and then King Pins men, would "steal" the product. It was a pain to do all of this, but quite worth it. His pocket book had grown quite fat, because of his dealings with Mr. Fisk.

The particular equipment that Mr. Fisk was wanting was a new model. It was an armor, named VP-001, or Vulture Prototype. Designed for stealth, swift movement in the air, and deadly aerial strikes. The suit basic weapons were, of course, its speed, and claws. The hands of the suit were equipped with steel claws, sharp enough to cut through bone. The VP-001 augmented the users strength to near super human levels.

The helmet of the armor, stretched forward over the users face, much in the same manner as a beak. The visor was a work of technological art all on its own. It gave the user radar, enabling the wearer to "see" objects or people approaching them from the sides or rear. The helmet's visor was bulletproof, capable of taking shotgun rounds at point blank range. It was a truly genius piece of equipment. Those were just the basic stuff.

Norman looked up as the large oak doors of his office creaked open. In the door way stood a slumping, mousy man. "Gomez! Come in, sit down!" Norman said, his mouth curled into a smile. The man, Gomez, scurried up to mister Osborn's desk. He sat down in own of the low, overly stuffed chairs in front of his boss.

The chairs were intentionally like that. Who ever sat down in them would sink into the chair, making them even smaller when compared to Osborn. It was a classic intimidation technique of business. Make your self seem as big as possible.

"You wanted to see me sir?" Gomez asked in his quiet, nervous voice.

"Yes, I did, you know of the VP-001 project?" Gomez nodded, "Good, I want you and your team to pick up the pace, I want it done in two weeks." Norman finished. He was amused by Gomez's look of horror.

"B-but sir, there is still so much that need to be done! The engines aren't at peak efficiency, the armor isn't strong enough, and the helmet will take a month to complete!" Gomez said, his body trembling.

"I don't care! Speed up production or your fired!" Osborn threatened. Gomez was terrified. He was the project leader on a top-secret project, and when Osborn fired someone with his level of clearance, they never saw the next day.

"Yes sir, Mr. Osborn." Gomez said. He got up from the overly stuffed chair and left the office, closing the heavy wooden doors on his way.

Norman smiled. _It may not be top product, but it'll keep me alive!_ He thought to himself. Now that was out of the way, he had other things to get too. He took out his day planner, and frowned. The schools sent home report cards today. Norman cringed at the prospect of Harry's dismal grades.

His son, Harry was the spitting image of Norman when he was fifteen. That was were the similarities ended. Harry was weak and cowardly. Completely unfit, to inherit, his father's empire.

Norman flopped the day planner down onto his desk with a sigh. He reached into his pocket and removed a plump cigar. Biting off the end of the cigar, the senior Osborn spat it into an ashtray on his desk and lit it up with a wooden match. He waved out the burning sliver of wood and took a puff from the hand rolled Cuban.

* * *

Peter carefully maneuvered the crowded halls of Midtown High. The students rambled with their own little clicks. They worked like a cast system with the jocks, prom queens, and rich kids on top, and every one else, below them feeding off the scraps of joy and rainbows they dropped. Peter was one of those on the VERY bottom of the chart, which was occupied only by three other types of people: band geeks, mathletes, and that kid with the boil. They avoided Peter.

Peter only had three friends in the entire, school. Shockingly, they were at the top of the food chain. Mary Jane Watson, one of the hottest girls in school, Harry Osborn, son of wealthy businessman Norman Osborn, and Peter's girlfriend Gwen Stacy, daughter of Sergeant George Stacy, an independently wealthy and highly respected police sergeant.

The young teen came to a stop in front of a beat up, graffiti covered locker. He grabbed hold of the pad lock and began turning the dial in specific combination, a simple one, nineteen to the right, twenty-two to the left, nineteen to the right again, and finally twenty-seven to the left. He heard a click and removed the lock securing his locker door shut. He opened the dented door slowly, just incase some one had planted something in it like…

"Ah!" Peter screamed as a warty toad leapt from his locker, right on his chest. He fell backward onto the cold hard floor, no one bothering to try and catch him. The toad leaped from his shirt and down the hall.

The students burst out laughing at Peters plight. He solemnly pushed himself up, enduring the harsh laughter of the hyenas. He pulled his books and papers from his locker, stuffing them into his book bag. Peter locked his locker, heaved the book bag over his shoulder, and trotted off to his first glorious class. He really needed to change his combination.

* * *

Anyway, now that we got that junk out of the way, I decided to rewrite some of the earlier chapters starting with Chapter One. So just love it or take a great leap into an inferno wearing gasoline soaked underwear. Well, no gas is too expensive for that. Just shoot yourself. I hate you all. Especially you over there in the corner! Yeah, you! You know what you did!


	2. The Web Part Two: Along Came a Spider

The Web Part Two 

Disclaimer: I do not own Spiderman or any Marvel characters. Last time I'm saying it!

* * *

"Remember class," Curt Connors spoke to his class as they clawed at each other to get out of the classroom. "Study for the test next week, it accounts for 45 of your grade!" Connors sighed in total defeat. Why bother? They never listen to him!

Curt Connors was a man about five nine with carefully combed black, thinning on the sides much to his dismay. His nose had the appearance of being broken and then being improperly reset. His left eye was milky white, another result from a car crash in his youth. His nose and eye wasn't the only thing he had suffered. Curt's left arm had been completely ripped from his shoulder socket in the crash.

"Um, Mr. Connors? What was the test on again?"

Curt looked up from his desk and locked eyes with Peter. He smiled thinly. "Reptilian and amphibian biology Peter. Glad someone listens to me. Now, get out of here, you don't like want to be late for your next class!"

Peter thanked Curt and left the empty classroom. Curt smiled as Peter dashed from the room. That boy had potential. Curt got up from his uncomfortable seat. He traveled over to the row of windows that let the sun shine into the dusty room. The biologist felt the suns warmth bath him. Curt took a deep breath. Curt glanced at his cheap watch. Two minutes till his next class. Joy, oh, joy.

* * *

MIDTOWN HIGH CAFITERA 12:03 pm

"Hey, toss me that apple!"

"Gross! Is this supposed to be Salisbury steak, or Salisbury shi…"

"Then the Daxion Speeders dropped out of the space-time continuum tunnel…"

"Peter, over here!"

Peter smiled at the image of his friends, sitting a small, blue table in the middle of an ocean of students that rambled on about movies, girls, boys, and critiquing the sub-standard sustenance provided for them (at a nominal fee).

The brown haired youth navigated through the maze of hormones and aggression, balancing a flimsy plastic tray, a 'hamburger', tater tots, a pool of ketchup and carton of milk all piled on top of said tray.

Peter scooted onto the rough metal bench of the cafeteria table, right next to Gwen. Gwen had long jet-black hair that she took pride in each strand. The police sergeant's daughter's eyes were obsidian in color. She wore tan pants, a red t-shirt with the word 'HOT' spread across the chest in glitter. Her face was round and soft, something Peter enjoyed about her.

"Hey Pete," Gwen gave him a timid peck on the cheek, "Glad you found us." Gwen said flirtatiously.

"I could find you a world away, babe!"

"Ugh! Could you get any corny Parker?" Harry demanded of his friend. Harry Osborn was the spitting image of his father. He heard that line so many times, he fault he would go homicidal! Harry never wanted anything to do with his father, be it in family gatherings or Norman's feeble attempts to groom him to be his successor.

Mary Jane elbowed the rich teen playfully. "I thought it was pretty cute." Mary Jane had thick red hair and emerald eyes. Her figure was thin a trimmed, a testament to her strong will.

"You think everything is cute!" Harry countered, a wolfish grin on his face.

"Everything except you, Mr. Osborn!"

Harry's face grew grim. "Mr. Osborn is my father, I'm Harry."

An uncomfortable silence settled over the group. Harry always got like this when his father was mentioned, even indirectly. Peter silently took a bit from his hamburger, noting the strange taste.

Mary Jane, or simply MJ, broke the silence. "Well, anyone excited about the trip too that bio lab thingy?"

Peter smiled, nodding his head, "Yeah, I here that they're working on medicines using insects and bugs. I think it sounds pretty cool!"

Gwen's face scrunched in disgust, "Not me! Sounds nasty! I hate bugs!"

* * *

NEW YORK BIO-REASEARCH LAB

Fluorescent lights hummed above Dr. Roger J. Paxton as he stepped confidently down the upper hallways of the lab. Roger was a man in his late thirties, who stood at only five foot one. Most of his colleges towered over him.

Roger Paxton was the son of German immigrants. His grandparents had come over to America in 1938, shortly before the Nazi party had come into power. From that point, his family had live in New York for the past sixty-nine years.

Roger's hair was a naturally curly red, something he hated as it always fell into his robins egg blue eyes. The scientist felt the wedding band on his finger. He swore that he got it one size to small.

Roger continued through a door, a sign hanging from it saying AUTHORIZED PERSONAL ONLY. The room he entered was a sterile white with more buzzing florescent lighting on the ceiling. Metal tables were placed around the room. Small plastic boxes were placed on top, side by side with stuffed files. The German examined the contents of the boxes.

Eight legs spread wide, pulling its body along the right side of the box. Hundreds of tiny eyes blinked at its vague, ghostly reflection. Its fangs slid across each other, microscopic globes of venom clung to the tips of the needle like protrusions.

_Latrodectus Mactans, _Paxton mused, _the black widow spider._

He admired its obsidian sheen and red hourglass markings on its abdomen. Black Widows were his favorite arachnid. He had even nicknamed this little beauty, Natasha. That was a minor reason he had selected this spider among many others, for their 'medical' research.

Ah, if only the public really new what was being done here. They would be in prison in an instant! Some people would say that the experiments that they and other branches did, was a crime against nature, immoral projects. One did what one must do for advancement, no? Besides, humans are supposed to be the masters of this world, so, they could do as they please with lower creatures.

"Dr. Paxton, you have a call from the boss." Herald Newman, one of the other scientists working in the lab said behind him.

" 'Sigh' what's that bastard want now? Newman, these three spiders are to go two Lab 32 in the basement, get it done now!" Roger Paxton fumed, leaving to the telephone and another scolding form the big guy.

Herald grabbed the three five-by-five cubes nonchalantly and left the room, which suddenly, felt very unpleasant to be in.

* * *

A Midtown High school bus pulled to a stop with a teeth-grating screech. The long yellow vehicles door compacted to the side, letting a horde of teenagers out of the sticky floored, tattered seated bus.

Peter followed hand in hand with Gwen, were the last off, just behind Harry and MJ. Mary Jane smiled weakly seeing Peter who looked rather pale.

"You ok man? You look your dead." Harry asked, grin never leaving his face. Until, Mary Jane stomped his, foot. "EHOW! What the hell was that about?"

"Harry is right Pete, you don't look good, which in my opinion is pretty hard." Gwen said, massaging his back.

Peter grinned at them, "I'm fine, just got a stomach ach. Probably from that burger, 'brug', ugh, this does not bode well."

The group continued into the large, stone building, not realizing that all their lives would soon change.

The inside of the research lab, was nearly freezing, at least Peter thought so. Sweat beads dribbled down his forehead, stinging his eyes. He shivered as a chill ripped down his spine.

"Are you sure your ok boyfriend?" Gwen brushed his warm cheek gently.

"I'm fine Gwen, don't worry." Peter said taking her hand form his face.

* * *

"…e're are over five hundred know species of arachnid's across the globe. Here, we have about thirty individual species that we use for making anti venom, and studying spider silk, which as many of you should know, is proportionally stronger than steel." The guide, an attractive woman in her twenties said.

"How, boring is this?" Flash muttered to one of his jock buddy's.

"No kiddin' dude, its like nerdfest '07 here, hey, look at Puny Pecker over there!" Toby nudged in the ailing Peter's direction.

Flash smiled viciously. "I think we can have some fun boys."

Peter barely heard the guides voice over the gurgling noise being issued from his digestive tract. He clutched his stomach in pain. He felt like he was going to blow!

"I think I see the bathrooms over there Peter," Harry pointed to a pair of doors with blue and white signs nailed onto them depicting the stick figure forms of a man and woman. "I think you should really consider, running there!"

Peter nodded and went for the bathroom, hunched over in great discomfort. He was just about to push open the door, when a meaty hand grabbed his shoulder and spun him around.

"Hey, Parker!" Flash Thompson growled menacingly. "How ya doing?"

"F-Flash, this is not a-BBLLUUGG!" Peter vomited a vile concoction of stomach acid and partially digested food all over Flash, coating his shirt jacket and face. Flash recoiled in intense disgust.

"Sick! I'm going to fucking kill you Parker!" He screamed, sending spittle and throw-up onto Peters face.

Peter forced his way into the bathroom, barely avoiding Flash as he launched his fist at the ill teen. The duo, were about to follow Peter when a security guard grabbed the two, pulling them easily.

"You two are in big trouble!" the guard wailed.

"What we do?"

"Disturbing the peace and being covered in vomit!"

"But he threw up on me!" Flash protested.

"Don't care. I get paid two bucks an hour and really see any action!"

* * *

Peter threw open a toilet stall, disgusted to find that someone hadn't taken the time to flush. That only, made him throw up once more, followed by lurching coughs and more vomiting.

Peter did not hear the restroom door creak open. Two men dressed in stereotypical white coats walked into the tiled room, chatting about the day's events in earnest. One was a nasally voiced balding man, and the other a large black man.

"I can't believe some dumb ass upstairs let those spiders out! There's about a million bucks of research and development in them!" The black man said, stepping up to a urinal.

"I now! He claims he just 'slipped and dropped 'em'. We got one or two back I think. We had better find the other's quick or Paxton will have our heads!"

"That guy is about as close to an actual Nazi as you can get!"

"You're tellin' me!"

The two flushed the mounted toilets, washed their hands quickly and left, never noticing the sickly teenager, who never noticed them.

The teenager in question had finally ceased his fun little vomiting events long enough to get a few foul tasting, acidic breathes of air. Peter placed his hand against the green-sided stall as a bracing point. He didn't feel a very small, eight-legged creature move its way along his index finger, and down to the back of his hand.

Peter suddenly moved his hand down to his side, sending the little arachnid into a panic, and did what first came to its simple mind: Bite. And so it did, with a swift, fluid motion, its fangs sliced through layers of soft, pink flesh, injecting one of the most lethal poisons in the animal kingdom into young Peter Parkers bloodstream.

With a distressed cry of pain, Peter smashed his other hand down onto the black widow, thus ending Natasha's life, and in the process, change his own forever.

Peter was note aware of what bit him, only that something did, and that something was dead. He stumbled from the bathroom stall, now reeking of an unholy odor, to the sink. Peter unsteadily turned on the water flow. Clear, cool liquid spurted from the faucet. He stuck his hands underneath the stream h2o, scrubbing furiously at his hands. He noticed the bitten had had started to itch. Peter dried his hands under the fan, which only agitated his bitten hand.

Peter left the men's room to rejoin his group. Peter sighted the students and jogged into the crowd. Well, tried to at the very least.

"Mister Parker! Where were you!" exclaimed a very annoyed Mrs. Simons, the teacher who had accompanied them on the trip. Mrs. Simons had a screeching, almost avian voice that was comparable to a crow choking on a quarter, which in itself is interesting, and disturbing.

"I, um I was sick and uh…" Thump! Peter collapsed on the floor, eyes rolled into the back of his head.

People screamed and panicked, gathering around Peter's prone form.

"OHMYGODISHEDEAD?"

"Some body get doctor!"

"Call 911!"

Gwen Stacy, Mary-Jane Watson and Harry Osborn forced their way through the goggling crowd of people to where their friend lye comatose. Gwen knelt, beside him, with MJ, cradling him.

"Wake up Peter," She begged in vain, "Please wake up!"

* * *

BELLEVUE HOSPITAL CENTER

"Your nephew is very lucky Mr. and Mrs. Parker." Began Dr. Perez, the chief of medicine, "His immune system was weak from what appears to be a mild case of food poisoning. And being bitten by what we believe was a black widow did not help at all."

May's face lit up with fear, "Is he going to be all right doctor?"

"Don't worry, we administered anti venom and he's in stable condition." Dr. Perez said as he carefully checked his gray plastic clip broad. "So, there is no need to worry, its not like an alien monster will burst out of his chest."

Perez immediately realized he had done it again. Talked without thinking first. You figure a body would get over that nasty little habit which had nearly cost him his career on many an occasion.

He withered under the threatening gaze of Benjamin Parker.

"I-I am, horribly sorry for being so insensitive M-Mr. Parker!" The chief of medicine struggled to keep his knees from knocking together.

"Damn right!" Ben growled through clenched teeth.

May stormed into the room housing her bedridden nephew. An IV tube was stuck in his right elbow joint. Oxygen tubes were placed in his nose, granting him the ability to breath. Peters heart rate monitor beeped steadily and slowly.

Peter's eyes fluttered open. His pupils contracted from the glare of the white hospital room. The rhythmic, electronic beep, from his heart monitor sounded like drums being played one centimeter from his brain. Peter closed his eyelids slowly, opened them even slower and repeated twice more.

"Peter!"

Peter gasped as his Aunt scooped him up in her arms.

"Hey, Aunt May, could you not break my back?" Peter struggled to say, with May squeezing him tighter than a Boa Constrictor.

"Peter Parker! Don't you ever frighten me like that again! Understand?" May cried, loosening her grip, but still kept his arms in a vice.

The teen smiled, "Sure, I be sure never to eat strange cafeteria food."

"We are going to sue that school for every penny it has!" May suddenly shot up, waving her hands franticly. "You could have died from food poisoning!"

"Now May," Ben chimed in, putting a hand on her shaking shoulder, "We could never prove it was the school lunch that made him ill, what with being bitten by a widow, they could simply say that it was the spider bite that made him sick. He could have been bitten at any time."

"But he was bitten at the lab!" May countered.

"It would be our word, a barely one income household with an unemployed old fart, a beautiful women who is often sick, and an orphan teenager, against the schools. Their lawyers would make an attempted lawsuit look like a desperate grab for money. We'd be crushed in court!" Ben reasoned with his wife.

May sighed in defeat. "Well, we can take Peter home tomorrow, right doctor?"

Doctor Perez nodded silently, leaving to attend to his other patients. As the medical doctors squeaking footfalls grew distant down the sour smelling halls, Peter had already started to drift into sleep…

* * *

Darkness surrounded Peter, stifling the air and removing his sight. He tried to move, but found himself restrained by some unseen force. Peter tried to inhale, and found much to his distress, he could not.

Peters skin started to tickle. Not a pleasant tickle like a goose feather brushing against your brow, but a unpleasant tickle, like the kind you got just before a crack of thunder cuts through the air, or you see something just so repulsive it make's your toes wriggle uncontrollably, and your fingers curl back.

The boy heard his heart beat in his ears. _THUMPTHUMPTHUMPTHUMP. _Peter felt like he was going to go deaf. The tingling sensation increased, spreading all over Peter's immobile body.

Once more, he saw the headlights casting their hungry gaze over him. The darkness parted and Peter found the tickling sensation to be caused by hundreds of tiny spiders covering him. Their hairy legs scratching at his epidermis, leaving thin white lines across his flesh.

An inhuman scream echoed in the air. The tiny arthropods scattered from Peter, the scratches were revealed to have carved a web-like pattern all over his body. The frightened child dared to look up. His scream was caught in his throat, threatening to choke him.

Once again, the giant spider found him. Its fangs raised, legs tensed. Finally it leapt upon him, wrapping Peter Parker in its strong, hair legs. It plunged its deadly teeth into Peter's neck, rupturing his juggler. Blood sprayed from Peter's neck. Pain tore though his body, sending him into torturous seizures.

Peter's eyes burst open, sweat pouring down his body. Peter took a few, rapid breathes before claming down.

"It was all just a dream," he told himself, taking deep soothing breathes. "Just a messed up dream."

Peter had come home early today, having spent the night in the hospital. He had immediately went up to his room, and passed out. He turned his aching neck over to his small clock.

2:14

He needed a shower.

Peter carefully raised himself from his bed and onto the cold wooden floor. He brought his right hand up to cover a yawn. He found that he also pulled up his blanket. Annoyed Peter tried to shake it off. The thin piece of fabric stayed firmly cemented on his hand.

"What the hell?" Peter said, very annoyed.

He grabbed the blanket with his other hand and yanked. The pink cloth finally detached from his hand. He let the light blanket flutter to the ground. He groaned and left his room, giving a minor cough as he did.

* * *

Peter turned the foggy plastic shower knob, signaling for streams of water to gush forth. Peter stepped under the freezing water. He shivered from the icy water splashing across his body.

As he began to lather up, Peter noticed something very unusual. His arms, they were…they were muscular! He looked at his chest, which was trim and fit, a well defined six pack and pectorals evidence of this. His legs were equally buff, sporting the muscle mass of an Olympic marathon runner!

"Wh-what the hell?" Peters voice quivered. What had happened to him? Something in his subconscious clicked. He remembered faint voices…

_Spiders…out…research and development…_

They had been doing research on bugs there! The spider that had bit him, it was one of the spiders that got loose! It did something to him…Changed him! What had they been doing at that lab? What had they done to him?!

* * *

All right, got a lot of errors fixed on this thing. Hope you guys find it better than it was.

Please review my story!


	3. The Web Part Three: Experimentation

_**The Web Part Three**_

Gwen knocked on the blue painted door of the Parker residence. Gwen ran a dainty hand through her hair. Wind wiped the many dead leaves covering the small patch of property surrounding the small blue home. The leaves caught on Gwen's brown cotton coat, clinging securely to her. She quickly brushed of the dry foliage from her coat, watching as they danced in the light breeze for but a few fleeting seconds and settled upon the ground.

The sergeant's daughter turned to face the opening wooden barrier.

"Hello Gwen dear!" greeted Aunt May joyously, "You're here to see Peter I bet."

"Yes ma'am," Gwen replied with a smile.

"Well come on in honey, I'll put on some mint tea. I think I heard him in the shower." May led the girl inside the home. Gwen enjoyed the quaint feel of the small home. The distinct sent of cinnamon and maple wafted across her nose. That was something she always liked about the Parker household.

Gwen followed May into the tiny kitchen, and watched as the middle-aged women filled a teakettle full of water. May went through all the motions of tea making, boiling the water, sticking the packets of leaves into a duo of cups, and finally pouring the now steaming water into them.

May handed Gwen the cup gently, as not to slop the hot contents. Peter's girlfriend did except, the mint tea gratefully enjoying the flavor.

"Gwen?" Peter said, surprised by her presence.

"Peter!" Gwen exclaimed wrapping him in a tight embraced as he came down the squeaking stairs. "I so glad your okay!"

"Uh, m-me to, hehe." Peter grinned nervously. Okay? Okay! Yeah, Peter was okay if you mean one day waking up a scrawny little runt, getting bit by a spider, and then waking up ripped beyond anyone's business!

"Peter, are you sure your ok? You still look a little pale." May said, making tea for her nephew.

"Yeah, I'm feeling great!" Peter took the cup of steaming tea from his loving aunt. "Just a little tired is all." Peter felt a knot form in his stomach. He hated lying to Aunt May's face.

"So, Gwen, why are you here?" Peter asked with a _very _thin smile.

"Oh so I can't be worried about my boyfriend? Well, I guess I just leave then!" Gwen said playfully.

"No! I mean, please stay. How are you?" Peter fumbled with a chair for his girlfriend.

"I was concerned that you were still dying, so I came here to check up on you." Gwen sat down, still holding her mint tea. Peter followed suit, sitting across from her.

"Thanks, but I feel great! Um, Aunt May, is it okay if me and Gwen go for a walk?"

May thought for a moment before nodding and giving them a warning to stay safe.

"Thank you Aunt May! Will come back alive!" Peter, followed by Gwen Stacy exited the small home and began walking along the empty sidewalks.

"So, why were you in such a hurry to get out of the house?" Gwen asked after they had turned the block, having to talk over a barking Doberman, safely chained behind a fence.

"Oh, I um," Peter grasped for an answer. He had planned on getting out of the house. Get some air. See what else that spider had done to him. Peter never intended for Gwen to be there when he came down. "I just really wanted to get out, ya know?"

Gwen looked at him suspiciously. Gwen's eyes narrowed, she stuck her head out, looking him over, and seemed to sniff the air around him. She always did this when she didn't believe something. "Come on Peter, tell me the truth! If you don't-"

_I Get Knocked Down! But I Get Up Again!_ The pair stopped in their tracks as Gwen's cell phone went off, playing _Knocked Down_ as its ring tone.

Gwen pulled her sleek cell phone from her coat pocket and pressed the small button labeled with a green telephone. She brought the communication device that was essential for teenage life up to her ear.

"Yeah, what is it? Oh! Daddy! I mean hello Daddy! Yes sir. Yes sir. What? But Daddy, please! Huh, all right I'll get on a bus home. Good-bye. Peter, I got to head home. Daddy's been really worried about me since he got this case. Something on Clay, Ray…"

"Cletus Kasady?" Peter corrected.

"Yeah! Him! Daddy's freaking that, he'll jump me, on the street's!" Gwen rolled her eyes.

"Well, he did, kidnap, murder, and eat, twenty girls in less then a month. And when he escaped from Maximum Security, he killed three guards trained to handle mutant criminals. I think his concern is fairly understandable." Peter said with a sickened look on his face. Kasady was as sick as you could come.

"I suppose Pete. Well, if your concerned about me, how about you escort me to the bus stop?" Gwen took Peter's hand in her own, leading him along the dirt sidewalk.

They arrived a bit later at the bus stop. Really, it was nothing more than a tall sign with the words 'bus stop' painted on the top in big bold lettering. Thankfully they were the only ones there at the time when the city transit bus pulled up. Its sides were covered by dings and dents. The buses blue paint was chipped and faded in spots.

Gwen cautiously stepped up the sticky black stairs. She turned back to Peter for just a second. "See you later Petey." Was all she said as she stuck fifty cents in the collection, box. The door hissed shut, and the long bus drove away, leaving Peter hacking in a cloud of exhaust.

_Well, that's one problem down. Now, back to business. _Peter thought as he walked of, rubbing his philtrum (the small cleft on a persons upper lip just in case you did not know).

Peter had already learned something else the spider bite had given, besides replacing his scrawny body with that of an Olympic athlete. It had happened when he went back to his room, well stumbled really…

* * *

Peter closed his door, not really thinking of the act. The dazed teen slipped on his under garments and jeans. He placed his palm against his bedroom wall.

"Okay Peter, get this together. Let's see what you already know. I was bitten by a spider at the, Bio Lab. I collapsed from poisoning, probably a combination of the 'hamburger', and spider venom. I come home a day later with a six-pack! That spider must have mutated me! Question is what else did it give me?"

Peter went to move away, but was stopped when his hand, refused to budge from its position on the wall. Peter tried to pull his hand away again, with little result. He grabbed his wrist tightly, placed his right foot on the wall, and pushed and pulled simultaneously. Now, not only was his hand glued to the wall, the same, went for his foot!

"What the heck is going on!" he growled. Suddenly, he fell backward with a painful thud.

"Ow…So NOW I get off the wall! I wonder." Peter got off of the dirty floor of his bedroom. He once more faced his wall, and warily placed his hand on the plain blue wallpaper.

A very soft, barely audible _slurp _like noise touched the teen's ears. This time however, he was able to pull his hand off the wall with relative ease. Peter again placed his hand on the wall, and pulled it away with no resistance, whatsoever.

"All right Peter lets see if you're right!" Peter mumbled to himself. Maybe, just maybe…Peter placed his right hand on the wall, followed by his left hand. Then, slowly, placed his right foot, firmly on the wall. And finally, he stuck his left foot on the wall, and did not fall. In fact, he clung to the wall quite securely.

Peter's heart raced with excitement. This was incredibly! Peter began to climb along the wall, then the ceiling.

"A-amazing! I'm like a spider! I have the abilities of a spider!" Peter tried to control his voice as he descended viva the opposite wall. He got to his feet, shakily, completely enthralled by his new powers. The spider-boy finished dressing himself.

"Okay Pete, time to see what else you can do! If anything." Peter rushed out his door to in act his plan…

* * *

And so, here he was, wandering the streets of New York. Alone. In a city filled with a good number of super-beings.

In his contemplations, Peter had failed notice his walking into the road. He didn't notice a red sports car with a hideous phoenix hood ornament blazing toward him. The driver was far to busy listening to music that was turned up far too loud, to notice Peter.

Suddenly, Peter felt a prickling sensation run through his head. The prickling became a throbbing sensation. Peter, gripping the side of his head, turned and faced the speeding red car. It seemed to move in slow motion. Acting purely on instinct, he crouched down, and jumped.

The world record for the long jump was set, in the1991 Olympic games, by one Mike Powell, in Tokyo Japan. The record was an outstanding 8.95 meters. The long jump is started by a short, fast run, followed up by, of course the jump. Peter however, was not running but standing still. Peter leapt over ten meters.

The arachnid empowered youth found himself, clinging to the brick wall of a building on the opposite side of the street. Peter felt his eyes bulging from his head. His breathing was rapid and panicked.

"Amazing! I _sensed _that car! Before I even saw it! Its like a, like a spider-sense! Wha! Gah! Okay, I can still grip walls with my shoes on as long as my hands have a good hold. Good to know." Peter began to climb the rough, brick wall. Peter was amazed, at how he felt the wall, every fracture, every pore, Peter felt, them!

The teenager could see better too, much better. Everything seemed so clear and vibrant!

Peter had started laughing after he reached the top of the building. Grabbing the edge of the roof, Peter easily pushed himself into the air, and down onto the roof.

"Awesome! I feel so much stronger! Stronger then I ever thought I could be! This is the best thing that could have ever happened to me! WHAHO!" Peter cried joyously, reveling in his abilities.

Peter stared at the tall building to his left. Peter surmised that it was an apartment building. Maybe it was fifty or, sixty feet tall. He could jump it.

Peter broke into a sprint, determined to reach the roof with a single bound!

"Here I go!" Peter jumped at the edge of the brick building, easily clearing the alleyway, making a perfect landing on the roof. Peter kept on running, his heart pounding in his chest, all outside sound drowned out by the thrumming of his heart in his ears. He leapt from building to building, covering city blocks, mile, after mile, going higher and higher.

Peter whooped and hollered with excitement with the air rushing past his face, mingling with his chestnut colored hair. He bounced from wall to wall, twirled acrobatically around flagpoles, flying away from them with great speed.

Peter came to a stop, clinging to the side of a building miles away from Queens were he had started, with one hand. Peter huffed and puffed trying to get more oxygen into his body.

"This…Is…AWSOME!" Peter gazed all around him. Him figured he was somewhere on 42 Street. The question was, wear _on _42nd Street was…

Peter looked up and realized that he was sticking to the side of the Chrysler Building. A hushed 'wow' was all he could muster.

He jumped across to another building to get a better look at the structure. It was a beautiful sight. Towering over 1,045 feet high, it was formerly the world's tallest building until 1931 with the completion of the Empire State Building. Its spire was an amazing 125 feet tall. The art deco ornamentation at the crown of the building was ravishing in design.

Peter took a second to look down at the street below. It was sheer luck no one had looked up and saw him jumping around like he was. Peter's attention was drawn to a certain red car coming down the road.

"That's the car that almost killed! I recognize that gaudy hood ornament anywhere! Wow, my eyesight is really good. I think its time for a little revenge, hehe!" Peter bounced from building to building, always keeping an eye on that one car. What he should have been paying attention too, was the building it was about to pull into.

* * *

Johnny Storm was your average sixteen year-old. Loved fast cars, hot women, loud music, hot women, and saved the world from time to time as the Human Torch, member of the Fantastic Four. Yeah, being bathed in extra-dimensional energies, tended to do that to some people. Or, horribly kill them, most of the time.

Johnny only recently got his drivers licenses, and he loved his cars. Yes, plural, cars. Being a world famous super hero had its perks. As I said before, Johnny loved his cars, and pet names for each one, this particular car was named Wenonah.

One thing Johnny hated was to get dirt on Wenonah. Let alone for someone to jump out of, nowhere onto Wenonah's hood. Like what just happened.

"BLAH!" Peter landed on that jerks hood with a painful sounding thump. The driver slammed on his brakes, seconds after Peter had back flipped effortlessly of the car.

Johnny got out of his car, completely infuriated. "What the hell did you do to my car?!" Peter had already jumped away, wall crawling and jumping up the side of buildings. "Oh, great! A mutant! Well, maybe he can defend himself. FLAME ON!" Johnny pushed himself into the air as blazing flames sprouted all around his body, turning him into a true Human Torch. Riding upon his own burning air currents, the Torch flew after Peter, rage burning as hot as his body.

Peter dared a look back as he felt that strange sensation once more. "Oh crap! I knew he looked familiar! I just ticked off the Human Torch! OhgodIdon'twanadieIdon'twanadie!" In his fear, Peter missed his jump, causing him to descend to the ground. Almost on instinct, Peter thrust his arm out in the air, cracking his hand bank so that his fingers pointed to the ground. His two middle fingers rapidly folded back on his palm.

_Thweep!_

To Peter's amazement, a thin, silvery rope shot from his wrist. It impacted the side of a building, sticking firmly to the wall. Peter grabbed on to the rope as he swung toward the hard concrete. The spider-boy reached out with his other arm and duplicated the motion, making another thread fire from his wrist, sticking to another building. He swung from building to building using this new 'web power'.

Peter felt the wind rush through his hair, embracing his lanky body. He was almost completely over come by joy when he remembered…

"Come back here so I can roast you punk!" Johnny Strom shouted at Peter, who only speed up his swinging.

"Sorry, but I am allergic to fire!" Peter shouted back at the superhero. "And death…Especially fiery deaths!"

"Hah, that was pretty funny, but I'm STILL going kill you!" Johnny roared, the flames surrounding his body becoming white. He pulled back his burning arm, preparing to launch a deadly fireball that could probably melt steel. Johnny Storm was stopped in his proverbial tracks as a loud, annoying ringing filled his head.

He pressed his finger to his right ear, opening up a channel on his compact communication device. "What is it?" Johnny bellowed angrily.

"Johnny, were are you? You're late!"

"Come on Sue, I chasing this punk that messed up my car!"

"So what? You can take it through the car wash later. You need to get back here, its time for combat practice!" Susan Storm aka Invisible Woman, his elder sister ordered him.

Johnny huffed in defeat. "Fine all right. But I'm going get that little wall-crawling son of a-"

"Johnny!"

Peter landed in an ally, far away from were the Torch had stopped chasing him, smiling like a maniac to himself.

"I don't believe this! I got away from a member of the Fantastic Four! I'm unstoppable! YES!" Peter jumped into the air, pumping his fist in the air, and came down on the roof of the small building to his left.

"Yikks! I really need to watch that!" Peter quickly scaled down the back of the small building, and hurried back to Queens, practicing with his web slinging.

* * *

"Peter, you've been gone nearly an hour, where were you?" Ben questioned Peter as he walked in the door.

"Uh, well…Gwen got called by here dad and had to go home, so I took her to the bus stop and um, I decided to walk for a little bit, get some air." Peter hastily tried to explain. He did plan on telling them the truth about his powers, some day. Assuming that they even lasted of coarse.

Aunt May and Uncle Ben gave Peter strange looks.

"Are you okay Pete dear?" Aunt May asked her nephew.

"Yeah, am all right, um, I'm going to go up to my room now." Peter scurried up to his small room, avoiding anymore unwanted questioning.

**

* * *

**

**OSBORN MANSION 10:00 p.m.**

Harry yawned, exhausted from the day's activities. Harry had donned his yellow and gray pajamas and crawled into bed. He had spent the day breaking his back on insane tests, sweating to death in gym class trying to climb a lubricated rope, and having the side of his face repeatedly caved in by girls slapping him. He was not the greatest pick-up artist in the world, and refused to use his the fact he was rich as an advantage.

Harry folded the comforter of his large, four-poster bed in half, worming his way under the warm sheets. Pulling the sheet over his shoulders, he gave a final yawn, finding sleep.

Norman Osborn however, was still wide and awake. He sat at his broad Sequoia desk in his private chambers in the seventh floor of the one hundred seventy-three million dollar mansion.

A giant grandfather clock sat against the right wall of Osborn's office sending its characteristic, base dongs through the lavishly furnished office as the two hands declared the arrival of the new hour.

Norman had his phone pressed against his ear as doctor Paxton. "How many were you able to get back? What! Do you have any idea how much money I spent for that project? Yes, that's right, so how do you think I'm feeling right Mr. Paxton. Right again. But, I am a fair man. For you, I shall allow, this little slip up to, go away. In fact, I think you deserve a new project. Report to Facility 37, oh, sometime around six'ish tomorrow." Norman smiled as he heard Robert Paxton's high-pitched 'thank you's' and 'I won't let you downs'.

Norman Osborn quickly dialed the number for Facility 37. "Hello, Dr. Warren, you know the new test subject you've been asking for? Yes, well, you can except it to arrive around, oh say, six'ish." Norman said with a big wide smile.


	4. The Web Part Four: Power

The Web Part Four 

"Welcome back Peter!" MJ greeted Peter as he sat down in the seat adjacent to her and Harry.

"Yeah, you have a lot of catch up work to do!" Harry teased.

"Oh, don't worry Peter, I took notes," Gwen comforted her boyfriend. "You'll just have to pay me back some how." Gwen batted her eyelashes flirtatiously at the brunette teen.

Peter returned her a wicked smile. "Well I certainly don't now how I could do that."

"Oh, I think I can come up with something."

"Ugh! Someone open a window, I going to barf!" Flash mocked them from the row behind them. "So, how's it going _Pecker_?"

Every one of Flash's friends joined in heavy, stupid laughter.

"What do you want Flash?" Peter growled, in no mood to deal with this brain dead Neanderthal wanna-be. Why should he, really? He could shoot webs from his wrist, and jump a building, Flash was a flea compared to him!

"Well, not only did you get me kicked out of that Lab thing, which I really didn't mind, you pucked on me, got me three weeks detention, and I'm officially on suspension from the team! So, I got a few issues to workout with ya buddy. See you after lunch." Flash flashed a devilish smile, oozing with ill intent.

Peter smiled back arrogantly, "All right, I'm game, it'll be over in a flash."

Flash Thompson looked at him wide aid with amusement, "WHAT did you just say Parker?"

"I said, I'll fight you, unless, that is you're afraid of little old me." Peter mocked Flash, who's vain in his forehead looked ready to explode in a shower of crimson.

Gasp's filled with bus from the people that were listening in, in complete shock over Peter's attitude. The jocks simple goggled at the suicidal teenager.

"Y-you, are so DEAD PARKER!" Flash threatened, face comparable to a cherry in complexion. Flash slumped down in his seat, pondering what method of inflicting pain he would use.

"Peter, are you high?" MJ asked in all seriousness.

"Nope, perfectly rational and down to earth."

"I have contradictory evidence Pete," Harry said to his long time friend. "You just claimed you, a scrawny little math nerd, could win in a fight against Flash Thompson!"

"He's right Peter, are you sure you're feeling any better?" Gwen asked her boyfriend, worried for his health and survival.

Peter gently kissed Gwen on her lips, "I'm fine, don't worry."

Peter's friend's simple stared at there soon to be dead comrade.

* * *

MIDTOWN HIGH 12:43 AM

Hindsight was valuable at certain times. Especially when it came to school cafeteria lunches. Peter had remembered to bring his own lunch, a salami sandwich with Swiss cheese.

Afterward, Peter had left for his locker, prepared for an ambush by Flash. Peter stuffed his algebra and geology into his book bag and closed up his locker, setting the lock back. Peter became rigged as the sensation of needles pricking the back of his skull came upon him. Peter twisted around, coming face to face with Flash, two of his goons, Mark and Jacuzzi, standing at his sides.

"Hey ya, _Pecker, _how ya doing?" Flash smashed his left hand against the locker, seemingly to intimidate the much smaller youth.

"Pretty good really, how about you, Flashy boy?" Peter remarked with a lopsided grin on his face.

Flash backed up, blood surging to his face. "All right, I was going to give you the chance to say you're sorry and take your wedgie like the screaming three year old little girl you are, but now, I am just going to kick your ass! RAGH!"

Flash charged Peter, fists ready to pound his face in. Things went in slow motion for Peter. He easily dodged the flying fist of death, and stood to the side, cocky smile, ever present on his face.

By this time, students had gathered around the two combatants and were in awe at how Peter just sidestepped the quarterback's punch.

"What the-stay still so I can hit ya!" Flash complained as he threw a swift right hook at Peter, who easily ducked under the strike.

"What's the matter Flash? I thought you were going to kill me. How are you going to do that, when you can't even touch me?" Peter said, dancing around the mass of muscle with astonishing ease.

Flash continued to swing wildly at the lanky teen, grow more furious by the minute. "Damn…it…_Pecker_…stay…still!" Flash huffed, struggling for breath as he swung away at Peter who was becoming bored with this game.

Flash launched one final punch, concentrating every once of strength he had in his sculpted body. And Peter…caught it in his open hand. The gathered crowd gasped and screamed. Flash locked eyes with Peter.

"How, how did get this strong?" He demanded before hissing in pain as Peter applied pressure to the jocks hand.

"Funny, I was going to ask you, how'd you get so weak!" Peter landed a powerful punch into Flashes belly, sending him flying into a row of lockers. Heavy metallic ringing filled the hallway when Flash smashed against the green metal storage boxes.

Flash slumped to the dirty floor like a wet rage. The students were all silent with a cocktail of shock, and amazement. Flash rose unsteadily from the linoleum floor. Randal and Adam went to his side and tried to support him. Flash pushed them away, threatening his 'friends'. He glared daggers at Peter.

"I'll get you _Pecker!_ Count on it…uh!" Flash collapsed on the ground having passed out.

"YAH!"

"WOHO!"

"_Sic semper tyrannis!"_

"Dude! You're quoting John Wilks Booth!"

"Actually, it is very appropriate for this situation! _Sic semper tyrannis _is the Virginia state motto which means: Thus always to tyrants or thus ever it be with tyrants."

"Ah."

Peter revealed in his newfound fame. Peter had done what no one else before him had done. Struck a blow against a flawed hierarchal school system, and not have severe injuries!

Peter's revelry came to an end when he saw the principle force his way through the crowd.

"Mr. Parker! What is going on here?"

"Uh-oh."

* * *

The car ride home was a quiet one. Uncle Ben, sat in the driver's seat, face hard as stone. Peter couldn't bring himself to look at his fuming uncle so he stared blankly out the window of the old Volkswagen Beetle.

Finally, or maybe unfortunately depending on your point of view, Uncle Ben broke the silence.

"What the hell Peter? What the hell happened back there?"

Peter felt his throat turn into the Sahara as he tried to speak. "I, I don't know." Peter mumbled.

"What did you say? Stop mumbling Peter, and talk to me. Tell me what happened." Ben demanded.

"Flash, he, he tried to beat me up. So, I, I fought back." Peter said, feeling shameful.

"Fought back? Fought back!" Ben Parker scoffed. "Peter, you gave him a concussion! You're lucky you didn't kill him!"

"But, Flash, he's a bully, he always messes with everyone!" Peter countered feebly.

"I have no doubt your telling the truth Peter, and I have no doubt he deserved what he got. There are a million more people out there that deserve it just as much as Flash Thompson did, but just because you can beat them up, does it make it right?"

Peter found himself at a loss of words.

"I thought so. Peter, let me tell you something my father told me, and your dad when we were boys. With great power, comes great responsibility."

Peter looked at his Uncle quizzically.

"Sigh. Peter, all I want you to do, is, think about what that means to you." Ben shook his head woefully as they pulled alongside the curb next to the small house.

"You can expect your chores to be tripled for the next two weeks. You are only allowed out of the house for school and work, nothing else. Got that?" Ben said, closing the car door roughly.

"Yes sir." Peter responded, walking into the house.

"This is ridiculous!" Peter fumed as he flopped onto his bed. "Flash had it coming to him! He attacked me! Does he think shouldn't defend myself? When I stronger then the whole school, why shouldn't I? They have no idea what it's like to be me!"

Two weeks seemed to breeze by for Peter. The fame he gained for knocking Flash around like a rag doll gradually waned as all things do in High School. Gwen had looked at him differently. Almost, like she was afraid. Harry, was well, Harry. He patted Peter on the back, congratulated him on getting back at Flash for the countless wedgies, tripping, locker stuffing's and swirlys, (oh the swirlys!) he had dealt to nearly everyone in school. MJ looked at him differently. Not like Gwen, but with something akin to admiration.

Peter was finally allowed out of the house, able to go for nice long walks and hang out with his friends. At lest, that was partially true. Peter would also go web slinging, as he had dubbed it. He found it was incredibly relaxing, and very fast way to travel. Peter also found himself craving more protein. Made sense really. Spider silk is made of protein molecules, so Peter figured his body was craving more protein to help generate silk. Peter would also hit junkyards and test his strength. He found he could lift a small car over his head with great easy.

Peter was content with his life for the most part. That is, until one day, Peter picked up a newspaper, and for the rest of his life, wished he hadn't.

Peter yawned as he sat down at the breakfast table on Saturday morning. Aunt May had place a glass of orange juice, sausage and bacon before him.

"My, my, Peter, you have become such a carnivore lately!" Aunt May said jokingly.

"I just really like meat!" was Peter's grateful response as he dug into his hot breakfast.

Uncle Ben ate his own breakfast of scrambled eggs and bacon, will he read the morning newspaper.

"Hey, Uncle Ben, could I see the paper?" Peter asked.

Ben passed the paper to his nephew, asking him what he wanted it for.

"Ah, just want to see what all happened yesterday." Peter searched through the paper, eating his meal.

Peter flipped through the pages of the print, skimming stories that caught his attention. In the employment section, something caught Peter's eye. It was printed in a small box in big, bold lettering:

LAST FIVE MINUETS IN RING WITH TITAN & WIN $1,000 AT THE SPORTS DOME IN LOWER MANHATTAN! COSTUME IS A MUST! For more information call 1-800-560-7990. 

Peter cocked an eyebrow. A thousand bucks! Peter could really use that to get well, anything he wanted. And with his little gift, this 'Titan', would be easy pickings! One problem. Peter needed a costume.

* * *

SOMEWHERE BENEATH NEW YORK

Electric lamps hung down from the arcing concrete bunker, illuminating the twenty-five yard long room. The floor was a very accurate replication of the streets above. Armored cars and police cars were parked on the false road.

_SCREEEECCHH!_

A brackish blur buzzed across the asphalt kicking up a maelstrom in its wake. Men dressed in high-tech armor, ran after it with futuristic rifles and machineguns pointed ahead at their apparent target.

They squeezed the triggers on the weapons, unleashing a hail of bullets and pellets. The blur made a gravity defying vertical climb. A painful screech bombarded the men's ears. They dropped their weapons, doubling over and trying to cover their pounding ears.

The car windows burst in a shower of razor sharp particles. The shields on their helmets cracked and shattered. Finally, the painful sonic assault stopped. The troopers grabbed for the weapons they had dropped.

"UGK! AHH!"

The soldiers spun around and saw their target gripping a young man by his jugular. The target stood at six foot nine inches tall. His lanky frame was covered by a pale green and black armor. Beneath his arms, was a pair of wing-like constructs made from a lightweight, highly, durable material. His feet and hands were equipped with vicious metal claws. His head was, covered by an avian like jet-black, helmet. Attached to his back was a booster system. Starting at his shoulders, it raised up from his back. At the flat bottom were twin engines.

"H-help me! Good god, help me!" Screamed the captured gunman, as the costumed bird-mans claws drew blood from his neck.

If you could see behind the mask, you would see a predatory smile erupt across his thin face.

_SQUISH! _

The birdman sank his claws into the man's neck, spurting crimson fluid across his arm and chest. He let the limp body drop to the ground.

"So, you, going to kill me or what?" He asked, shifting into a combat stance.

"Kill him!" Someone shouted, firing off a burst. The birdman easily dodged the deadly bullets, taking to the air with screaming engines. Heavy bolts of lead flew past him as he nimbly danced around in the air.

He suddenly dived down at the rear of the twelve strong gunmen. With a quick slash, he disemboweled two of the men, their entrails spilling out onto the concert. The soldiers scattered in terror, firing wildly behind them, unintentionally wounding one other man.

The flying man descended like the angel of death upon the fallen man. The wounded man brought his machine gun up to the birdman's hidden face. The green suited killer grabbed the barrel of the gun, easily forcing it away with paranormal strength.

He spoke once more in his raspy, high-pitched voice. "I wonder what your guts look like?" _Swick! Splat!_ With little to no effort, the homicidal maniac gutted the poor fool stuck on the ground, his blood splashing all over the green and black suit. He stood erect, turning his attention to the remaining nine.

RATA TAT TAT TAT!

They fired the last remaining rounds at their foe who shrugged off the handful of projectiles like summers breeze.

He dashed in between a couple of the thugs, smashing his left fist into one and grabbing the other by the throat. The sap he punched in the stomach collapsed in a state of unconsciousness. He flung the other man into an armored car, breaking every bone in his body.

He placed his clawed foot on the unconscious mans neck, pressing down with minimal effort, caving in his trachea.

He hunted down the last seven men, killing them all in one nightmarish way or another. Finally, only one was left.

Murray Scot was only twenty-two. He came from a poor family in Hells Kitchen. Murray did everything needed to survive. He sold drugs, robbed stores, even, mugged people. He never told his mother were he got all the cash, fearing the truth would hurt here. If ever offered the chance to score big, he would take it, even if it meant selling his soul to the devil himself.

As if answering his call, Wilson Fisk had stepped into his life. He promised to pay Murray over twenty thousand bucks to test some new equipment. Everyone in the Kitchen new what Fisk was, no one ever listened though. He kept the right cats fat, and the right people dead.

Murray eagerly agreed to what ever job Fisk had in mind, willing to do anything for that kind of loot. So, he got fitted up with some crazy gun and suit and got sent in here told to kill somebody. No biggy. Wouldn't be his first kill.

He remembered the first person he killed. It was some stupid chick in a school uniform. He pulled her into an alleyway meaning to rob her. But he decided to have a little fun first. Then bitch had scratched him, so he put a metal pipe in her head. He light up the body and that was that.

But this guy, this guy was no joke. He had some kinda superpowers, like one of those mutant freaks. He was a butcher, plain and simple.

So now, Murray hid behind an over turned car, fumbling with a new clip for his gun. He tried to breath lightly, but only succeeded in making short panicked gasps.

"What are you doing pal?"

Murray's blood went cold. His heart stopped beating. Murray looked up terrified by the sight of the blood stained monster standing above him. Murray felt himself loose control over his bladder when the birdman jumped down in front of him.

He grabbed his chest, and roughly yanked him up off the ground. The pair shot into the air. Higher and higher they rose. Murray felt himself come close to vomiting.

"Please! Please, let me go! Don't kill me!" Murray begged for mercy.

The birdman looked at the pee soaked Murray. "Fine. I'll let you go." With that said, he did let Murray go. All the way down. Murray screamed as the ground rushed up to greet him. The murderer reveled in the sickening splat that echoed through the bunker.

He came to a landing just three feet from the bloody puddle that was Murray Scot.

"Very good mister Toomes." Applauded Wilson Fisk, stepping from the shadows accompanied by Alistair Smythe, his wheel chair bound assistant. "I am very impressed with your performance."

Wilson Fisk aka The Kingpin of Crime was a bear of a man. Standing at over seven feet tall and weighing over four hundred pounds, was a truly imposing man. He had a shaved head. Wilson refused to wear anything else but the finest Italian suits. In his right had he held a long black, diamond headed, cane.

The blood stained man pulled off his black helmet, revealing his thin, serpentine face. "Thank you Mr. Fisk, but please, call Adrian."

"Hmmhmmhmm. Very Adrian. I see that I was correct in my choice." Fisk stepped up to Adrian Tomes, holding a black suitcase.

Adrian took it greedily with blood stained hands. Not bothering to pop the two locks, Adrian simple ripped off the top. He smiled manically at the sight of over ten grand.

"I am sure we will do more business, Adrian?" Wilson Fisk asked, raising an eyebrow.

"Oh yes Mr. Fisk, most absurdly. I will strike fear into the hearts your enemies. For a price of course." Adrian smiled at his employer, showing of his dingy yellow teeth.

"Good. I have received that in ten days there will be a large gathering of gang leaders. I wish for you to take care of them for me." Wilson Fisk said.

"Can do Mr. Fisk, can do." Adrian said, a malicious glint in his eye.


	5. The Web Part Five: Responsibility

**The Web Part Five**

* * *

"That'll be a hundred and twenty dollars and fifty-six cents." Said the Indian salesman as he rang up the price for Peters purchase.

Peter whimpered pathetically as he pulled his foax leather wallet out. Peter searched his billfold and produced a one hundred dollar bill, a twenty-dollar bill, and a one-dollar bill, handing them to Mr. Aziz, owner and manager of Broadway Costume Shop.

Mr. Aziz grabbed the money and entered a short-lived tug of war with Peter, who finally let go of the large sum of money. Aziz opened the cash register, putting each bill in the proper slot and handed Peter his forty-four cents in change.

"Shops only add the pocket change to something expensive just to piss people off, don't you?" Peter asked the smiling Indian man.

"Pretty much, yes."

"Figures." Peter took his purchased item by its hanger and left the small costume shop.

Peter had bought a simple costume made of a light fabric. It was primarily red and black, reminiscent of the black widows infamous color scheme. Up to the elbows were deep red 'gloves' that were cut off by black fabric that stopped at the shoulders and transferred back to the red colors. The red part of the suit was most prominent on his upper body, and narrowed as it descended to the waist. The sides of the body and lower back were completely black in color. Around the waist was a 'belt' like strip of red fabric. The pants were almost all black except for 'boots' that were about three inches below his kneecaps.

In a separate bag placed inside the large plastic bag that held the costume was a red face mask that would fit snuggly over the wears head with thinner fabric around the nose, ears and mouth areas for breathing, hearing, and speaking to be uninhibited. The eyes were covered by a large pair of white one way lenses that dominated much of the face and were surrounded by black lining.

This would be Peter's costume for the contest. He had already come up with the greatest stage name, The Glamorous Arachnoman! With his powers, this Titan guy would go down in two! Easiest ten grand he ever made. Well, really the only ten grand Peter had ever made.

Peter looked around the street. It was surprisingly un-crowded today. Well, Peter figured he might as well take advantage of the situation. Peter casually walked into an ally, avoiding a puddle of suspicious smelling liquid. The spider powered youth gave a small jump and shot out his arm and fired a blast of the sticky white rope from his wrist and swung high into the air and out the other side of the ally way.

Peter had narrowed down the spot, which the webs launched from as being just twixt the two blood vessels on his wrists, from the finding of two small bumps. He found when he bent his wrists back the bumps would spread open just slightly for the webbing to pass out from what were most likely spinnerets in his arms.

Peter flew high in the air of The Big Apple, wind rushing through his chestnut hair. He found it tricky swinging with one arm, his other hand occupied carrying his costume, but he quickly adapted.

Peter preformed dazzling Arial stunts. He back flipped, spun around, orbited around poles atop buildings, and bounced from building to building. He quickly cleared the Queensborough Bridge and entered Queens. Peter dropped into another alleyway and calmly walked out, holding his costume.

Peter arrived at his home a little earlier then he had expected, so he crawled up the side of the house to his bedroom window, which he had left open just a crack and pushed it open silently. Peter carefully dropped the suit on the floor of his room, and dropped to the ground. Peter then walked to the front door and walked in, announcing his return to his Aunt and Uncle.

"Hey, Aunt May, Uncle Ben, I'm back!" Peter hollered.

"Hey Peter." Uncle Ben said, coming out of the kitchen with a cup of coffee. "Aunt May went into town to pick up some bread."

Peter nodded as he went up the squeaking stairs to his room. Peter quietly closed the window and stuffed his new costume under the bed. He flopped onto his bed, closing his eyes as he slowly drifted to sleep, dreaming off his coming fortune.

* * *

"OH GOOD GOD!" Peter panicked as he saw the clock. "I NEED TO GO NOW!" Peter grabbed his costume and undressed. He slipped the main part on and redressed effectively hiding the costume, shoving the mask in his pocket while. Peter dashed out of his room, remembering to grab his book bag to hold his clothes. He couldn't believe he over slept!

"Hey Uncle Ben, Aunt May, I'm going out with Gwen, Harry and MJ for a few hours, is that okay?" Peter asked his caretakers.

"Sure Peter dear just stay safe." May said with a smile.

"No problem Peter." Ben said with a caring look.

"Thanks! I'll be back in a few!" Peter waved to them as he shot out the door.

"Are you sure it was good idea letting him go out at this hour?" May asked Ben.

"As long as he doesn't get himself killed, I'm fine." Ben said, changing the channel.

Peter swung high above the streets of New York. Peter web slung as fast as he could across roads, over and between buildings. He dropped down in the shadow of the Sports Dome. Peter quickly stripped himself of his clothes, reviling the red and black suit underneath. Peter pulled the mask down over his head and hurriedly entered the modern Coliseum. Peter followed the signs to the registration desk for the match on the second floor.

The hallways Peter ran through did not smell the most pleasant. The odor of old glue and sweat hung heavy in stale air. The carpeting had a distinct sticky feeling to it and squelched each time Peter moved his feet.

Peter spotted a group of costumed men who looked to be in their middle-ages, one of them literally as he was dressed in tinfoil knight armor. Peter fortunately, was right behind him, meaning, he was third in line.

"Private Pain huh? Well go on through." The receptionist a plump black women, told the man in front. Private Pain passed by her and disappeared down a narrow passage that was filled with blue, illuminated smoke. Peter heard the announcer call out Private Pain's name and then heard, the screams and cries echo out of the passage. Peter gulped, having second thoughts about his plan.

"Hey, kid, kid!"

Peter snapped back to reality. The receptionist called to him, annoyance clear on her face. Peter quickly walked up to her in a robotic fashion.

"Uh, first off, are you sure you want to go ahead and do this?" she asked, her question punctuated by the sudden outburst of pained screams from who the announcer had called the 'Black Knight'.

"Yes." Peter said, his voice cracking.

"All, right. First I need you to sign this affidavit saying that we are not liable for the injuries that you," She paused for a second, looking over Peters thin physique, "WILL receive. You're costumed name is fine."

Peter jotted down 'The Glamorous Arachnoman' on the line.

"The Glamorous Arachnoman? Cha, whatever, go on through." She waved Peter away.

Peter walked through the thick mist, choking on the rancid smelling gas. He stopped behind a man dressed in a twinkling blue vest, holding a microphone and screaming at the crowd in a Carnival Talker voice.

He leaned over to Peter, who was still obscured by the blue mist. "What's yer name kid?" He asked, his grease bathed hair dripping thick globs of moose on the dirty black floor.

"Th-the Glamorous Arachnoman." Peter said, his suit clinging to his sweaty body.

"The Glamorous Arachnoman? Can you get any gayer kid?" He asked Peter before straightening back up. "All right folks, here is the next challenger, the stupendous, fantastic, AMAZING SPIDERMAN!" He cried throwing his arms wide.

"That's not my name!" Peter complained.

"Trust me kid, I saved you from a small portion of ridicule to come, now get down there!" He shoved Peter from the shadows to greet the, boos and jeers of the crowd. Peter nervously stepped down the steps to the ring, as he was bombarded by popcorn and candy.

Peter stood in front of the ring ready to get in. most people would use the ropes for a boost into the square arena. But Peter simply jumped into it, easily clearing the five feet. The crowd hushed as he landed on all fours in the ring.

Peter, or maybe now, Spiderman would be more appropriate, stood up and came face to six-pack with the steroid fueled wall of pure muscle and rage that was Titan.

"Hey there handsome." Peter said, trying his hardest not to loose bladder control at the sight of the wrestler.

_Ding-ding! _

The bell rang and Titan rushed at Spiderman, arms spread wide in an attempt to grab him in what would undoubtedly be a crushing bear hug. His spider-sense blaring in his head, Spiderman bound over Titans head, using his head as a springboard. Titan stumbled and fell flat on his face, well in stark contrast, Peter landed gracefully behind him.

Filled with confidence, Spiderman struck a triangle stance something psychics 101 stated, easily distributed weight. "Oh come on big boy, what's the matter, you afraid of little ol' me?" Spiderman taunted. Peter didn't know what was coming over him. He felt, free, relaxed, in control.

Titan stood back up. His face was red and the veins buldged from his neck. "You little, I'm going to rip you to pieces!" Titan yelled in a rumbling voice.

"Oh, I'm _so_ scared! Well come on tough guy, let's see what you've got!" Spiderman taunted.

"RRAAHH!" Titan charged like a mad bull at the scrawny teenager. He swung a meaty fist with surprising speed at Peter, who ducked under the blow, and back flipped away from the wrestler.

"Did I hurt you're feelings? Oh, poor baby!" The costumed boy said slyly.

"I'll snap you in two!" Titan roared angrily, throwing another punch.

Peter danced around the big lug with ballerina like grace. Spiderman leaped over Titan as he tried to capture him in a bone-crushing squeeze. "Seriously, I have enough practice in dodging idiots like you, its not even funny anymore!"

Titan's eyes bulged from his sockets in fury as his blood pressure, already dangerously high sky rocketed. "That's it! I am going to shove my fist so far up your ass, whenever I flex, you'll need to piss!"

"Is that a promise?" The daredevil struck the 'cute and innocent yet flirtatious' pose, mocking Titan more.

Titan screamed, charging Peter like a mad, bull or rhino, foam flying from his mouth. Spiderman ducked down at the last possible second and planted his open palmed hands right on Titans abs, and lifted him right over his head with the greatest of ease. When you could lift a Volkswagen over your head, what was some Neanderthal throw back?

The crowd went silent as a graveyard at the sight of this little pipsqueak holding the massive beast of a man over his head. Then, the crowd went wild with excitement. They hollered and cheered, as Spiderman twirled Titan around and around above him.

"My, my, isn't this crowd rather fickle," Spiderman observed, still spinning Titan above him, like a helicopter blade. "Well, I figure it's been about five minutes, so lets finish this big guy!"

Peter slammed Titan down on the canvass mat with a painful _thump! _He placed his red foot on Titans (who was rather unconscious and in no condition to fight back) back and the ref, who had just climbed into the ring, began taping the mat.

"1! 2! 3! Winner is, the Amazing Spider-man!" The referee called out, holding Spidey's hand over his head. The crowd cheered and applauded loudly, filling Spider-Man's ears with deafening noise. Spider-Man stood tall and proud, soaking up the adulation of the countless fans.

* * *

"Forty-nine, and fifty thousands dollars, enjoy kid." Said the sponsor in an aggravated tone of voice as he pushed the hefty stack of one hundred dollar bills to the still costumed Peter. "Now, get they hell out off my office!" He growled, thumbing at his door.

As Peter left, the sponsor thought to himself, _I wish I knew how that skinny little wimp beat Titan! _

Peter whistled to himself as he walked down the funny smelling hallway, bundle of cash in hand. "This was so easy! I could make a fortune doing this! From now on, every spider I see, I'm going to thank. Then I smash 'em." Peter smiled.

"Hey! Come back here!" Shouted a voice from behind Peter.

He turned around and saw a man dressed in a denim jacket, black shirt and blue jeans come tearing down the hall, chased by a security guard, who was in surprisingly good shape, but a poor runner. The man held a small duffle bag tightly in his right hand, most likely filled with pilfered money.

Peter realized he had two options. He could stick his fist out and knock the crook flat out or, mind his own business. Peter stepped aside. The crook ran past Peter and entered the elevator. He slammed down on the button for the first floor and looked back at Peter with an insidious smile and said in a wispy voice, "Thanks man." The metal doors made the thief vanish.

"What was that?" Demanded the guard, slamming his fist on the elevator door. "All you needed to do was stick your foot out or anything!"

"Hey! I don't stick my neck out for anybody from now on! I only take care of nomero uno, me!" Peter pushed past the guard and went for the stairwell.

* * *

Peter Parker, now wearing his street clothes with his costume underneath it, walked down the street to his home with a spring in his step. Peter had stashed the sizable amount of money in his book bag.

Peter's life couldn't get any better! With the money he had earned, he could help Aunt May and Uncle Ben fix up the house, pay their debts, and he should have enough money left over to get a few nice things, like an X-Box 360.

Poor Peter was still young and ignorant of how much all of that would actually cost. And he didn't know how to show his Uncle and Aunt the money without telling them about his powers. He did plan on telling them…eventually. Peter was also blissfully unaware of a certain little cosmic force called karma, and how every little thing you do, will come back to bite in the ass.

Peter's smile turned to a look of confusion and then to a look of fear as he caught sight of a group of police cars parked in front of his house. Peter broke into a run worry consumed him. Peter found a single cop standing beside a patrol car. The spider-powered youth grabbed the officer.

"W-what happened?" Peter asked trembling.

"Are you Peter Parker by any chance?" The cop asked with a grim face.

"YES! Now please tell me what happened!" Peter begged.

"You should brace yourself. A bugler, he broke into the house and surprised your Uncle. He was shot. I sorry." The cop turned his head, averting Peter's gaze.

"What about Aunt May?" Peter demanded his hands hanging limply by his sides.

"She's in shock, but alive." The police officer said, moments before his radio went off.

_**Bzzt Gordon! We chased the suspect into an old warehouse by the bay, but we need reinforcements!**_

"Roger, I'll be right over. Kid, your Aunts in…huh, must've already gone inside." Gordon got in his car and fired up the engine.

Peter ran down the road, faster then any man before him. His face was contorted in the picture of malevolence and thirst for vengeance. He ducked into an ally and let his book bag drop with a low slumping sound.

Those warehouses are like mini castles. The murderer could hold off an army for days. Peter ripped of his shirt and threw it to the ground, revealing his red and black costume. But he couldn't stop, a hunting spider.

* * *

The murderer was pressed against a wall, breathing heavily. He held a Walter P.38 in his hand. He hadn't meant to kill the old fool he just got in the way. He needed a plan. The cops were everywhere, so it would be hard to sneak past them. Maybe he could slip out into the water, and steal a boat. He was good at hot wiring things.

"Hello."

The criminal looked around in fear at the sudden voice, raising his gun. "W-who's there?" He demanded.

"Your worst nightmare." The voice said, its tone a low, sinister sound. There was a thin flash of silver, and the gun was yanked from the murders hand to vanish in the darkness.

"YAH! The criminal cried in terror. He looked up at the large stack of crates before him, and attached upside down to the wall of boxes was a figure with glowing white eyes. The criminal made a mad brake for the exit, flailing his arms.

"I don't think so!" The demon yelled as the murderer felt a light impact on the back of his leg. He was yanked from his feet and pulled roughly across the concrete floor. He was then pulled up off the floor and punched in the stomach.

The air flew from his lungs and pain clouded his mind as he was thrown against the opposite wall. He slumped weakly to the floor. The costumed vigilante strode over to him and pulled him up again.

He felt a series of punches smash into his face. Blood poured from his nose and forehead. He expected a final punch to crush his already ringing skull, but it never came, as a sense of recognition came over his attacker. He dropped to the ground and the glowing eyed monster stumbled back.

"No…no…i-its you! The thief from the arena!" Peter stuttered as he looked at the murderers face. It was swollen and bloody, but he recognized him. "I-I let you escape…it…its all my fault! You didn't kill him…I killed him! Oh God!"

* * *

Gordon stood by Sergeant Stacy and three other officers, listening to the plan. "It's simple enough, we hurl a few tear gas grenades through the windows with a couple of guys at both exits. The suspect runs to get out, and the moment he comes out, bam! We catch him!" George Stacy finished.

Gordon however, saw something rather unusual. "Um, Serge? I don't think that will be necessary. Look!" Gordon pointed to an upper floor window, where by a thick strand of a shiny substance and tied up nice and tight in a cocoon of the same substance, was the killer.

* * *

"Oh god…what, sniff, have I done…its all my fault…if…if I had just stopped him, sniff, Uncle Ben would still be…" Peter buried his unmasked head in his hands. Tears rolled out from between his fingers, the thin cloth unsuitable to absorb the salty liquid.

For some reason, the words Uncle Ben had spoken to him what seemed to be so long ago, wormed their, way into his head. _With great power, comes great responsibility._ Peter finally knew what those words, so simple in the sound, yet so very powerful, truly meant.

"I swear…I'll use my powers to help others, and protect people from harm. I swear Uncle Ben! I won't let you down!" Peter declared, standing to his feet, gripping his mask in his hand. "I will become, Spider-man!"

And so, with that promise, cried out to the heavens for whatever grand celestial being that may lie beyond to hear, and for the wicked to tremble, a new legend was born with a tear stained face.

* * *

Next Story Arc: Wings of Death! 


	6. Wings of Death Part One: Taking Flight

Wings of Death Part One: Taking Flight

Note the reader: To all my long time readers, I would like to thoroughly thank each and everyone, of you. SMU, the last time I checked had over five hundred eighty hits. This is truly touching to me as an author, and aspiring professional writer. Sadly, I have recently been diagnosed with terminal stomach cancer and do not have that long to live, so I am discontinuing all of my works. And so now I leave you my fare public with the immortal words of Edward R. Murrow: Good night, and good luck.

Psyche! Hehehehe. Sorry, I just really got into the title of this story arc. But in all seriousness, I thank each and everyone, of you for even considering looking at something by me. I have also posted three other works on the sight, just check out my profile and take a peek.

On a final note, please review this story! You guys have no idea how much seeing a reader's opinion, or congratulations helps an author write and feel!

Well, now that that is all out of the way, please enjoy Wings of Death! Hmm, I never noticed that mole there before…

Peter stood naked and alone in his dark room. Peter breathed slowly and steadily with his head bowed. His mind was crystal clear, a sole thought permeating his mind. In his hands, Peter held his future, what would become his life.

The costume Peter had bought some weeks past for a hundred twenty dollars and fifty-six cents had been modified by Peter. Using a portion of the money won at the wrestling ring, Peter had purchased a large amount of black thread.

Using skills honed in Home Ec as a precaution just in case he ended up cold and alone in the world, Peter sewed a black web pattern over every red part of the suit, leaving the black areas bare. He then proceeded to stitch a design on the chest. Peter hadn't thought very hard for what to put on it, because it seemed ever so obvious to the spider-powered teen. Using a homemade stencil, Peter Parker stitched a spider shape right on the chest. And as a final touch, Peter, using a second, larger stencil, used up several spools of red thread to create a second larger spider on the back.

"This is my penance. Please forgive me Uncle Ben." Peter said as he pulled the pants of his costume up. The pants fit snugly over his calf's showing off his well, defined legs. Peter then slid the top part of the red and black suit down his head. The shirt also was form fitting, showing off his pectorals and biceps.

Finally, Peter held the white-eyed mask in his gloved hands. Peter took a final breath before pulling the mask over his head. Peter opened his eyes, now seeing with a very slightly tinted white view.

He pushed open his bedroom window, inhaling the night air. Peter leaped from the window, down to the ground below and took off, bounding over houses before letting fly a web line, which he used to swing off into the night.

And so, gone, gone was Peter Parker, and rose the hero Spider-man.

Melissa Anaya was a young Hispanic woman that worked for less then minimum wage at El Chili Verda six days a week. Her boss was a complete and total jackass that cracked the preverbal whip, any chance he got. He hated all his employees and was not afraid to tell them right to their spittle covered faces.

Melissa swore that he despised her more then any other person working there. Tonight, he had made her stay till sometime around midnight cleaning up. When she had finally been let off, she could not get a cab back to her apartment and was forced to walk home.

Most people would discourage walking around a city like New York at night. Especially in a world were gods literally walked on the Earth or flew trough the sky and seemed inexplicably drawn to New York and other major cities.

Melissa had learned this just one minute ago, that this was very true for young, attractive women. She had been pulled down a cold, dank ally by a pair of hairy paws, and held captive by four bears of men.

The tallest one, the very same one that had pulled her down the ally, had a lazy eye and one ear, the other possibly cut off in a knife fight. He held her tightly form behind, a Bowie knife pressed firmly against her jugular.

"Well, well, well! Looks like we got ourselves a cut little girl e're boys." The slim hissed in his fowl voice. He gave Melissa a lick on her cheek that sent cold shivers down her spine.

_Oh god! They don't just want my money! Oh no! Agradar Dios ayudar me!_ Melissa screamed mentally, her heart racing with terror.

The second of the trio stepped up. He was a tall black man with scars crisscrossing his face. "Look's like she don't got much on her." He said, smiling like the devil himself.

The third scum groped her with filth hands. "Maybe hidin' something under her clothes Spike." He said, addressing his leader.

"I do think you're right." Spike said with a wicked grin, his hot, stinky breath scarring the back of Melissa's neck.

The third scum grabbed the neckline of her shirt. "Don't worry babe, we won't hurt ya. Much."

_THWEEP! _

The goon felt something hit his back, sticking right on his leather jacket. "What the hell? WAH!" The goon was pulled back into the dark end of the alleyway.

Sickening sounds of flesh hitting flesh, and cries of pain issued from the shadows. The scum was thrown from the darkness, nose broken, eyes blackened, and faced swollen. He bounced on the wet ground, groaning in pain.

"W-what the hell happened to you?" Spike demanded of his unconscious comrade.

"You know, it's not really polite to grab a girl like that on your first date." Spider-man said, stepping out of the ally, cracking his knuckles.

"Who you tellin' us what to do? Huh ya weirdo?" Spike barked, pressing the edge of the Arkansas Toothpick against Melissa's neck harder. "Mortis! Kill that little bitch!"

The man called Mortis looked at Spike questioningly. "But Spike, he beat up Smasher!"

"Just shut and kill him!"

Mortis gulped and rushed at Spider-man. He swung at Spider-man, who leaned back just enough to avoid the blow. Spider-man grabbed Mortis's wrist and yanked him to the left. The web covered fighter delivered a swift kick to Mortis's back.

"Gah! Mortis shouted as pain surged up his spine.

"You know, you're lucky I pull my punches!" Spider-man quipped, pulling Mortis back in front of him. He uppercutted Mortis, sending, him down the ally. Mortis smacked down at the end of the ally, unconscious.

"And it is very impolite to hold a girl at knife edge on the first date!" Spider-man said, turning his attention to Spike.

"Back off freak, or we see who much blood this girl got!" Spike threatened.

Melissa shrieked, feeling the cold metal scrap against her dark skin.

Faster then Spike could follow, Spider-man had fired a web-line with pinpoint accuracy at the big knife. With a swift yank, the knife was dislodged from the rapist/murderer/gang leader/thief/elementary school dropout's hand.

The red and black, garbed hero caught the deadly instrument by its tip. Placing it twixt his middle, index, and ring finger, Spider-man snapped the knife as easy as you would a twig.

Spike pushed Melissa away and ran out of the ally screaming bloody murder. Spider-man dropped down from the night sky, in front of Spike like an avenging angel, or demon, depending on whose perspective you used.

"Ah come on! Are you afraid of little ol', me? I just want to play!" Spider-man said to Spike, who by now had lost all bladder control.

"Y-you ain't human! You-you gotta be one of dem Muties!" Spike screamed, feeling like he was about too loose bowel control.

"Actually," Spider-man leapt onto Spike's chest. "I perfectly human!" Spider-man delivered a pain blow to Spike's hideous visage, sending him crashing to the ground with a bloody nose.

The costumed hero jumped of the criminal's chest, and stuck (pun intended) his landing. "Oh, and Mutants are people too!" Spider-man dragged the thug roughly across the road to the ally, where he bunched the three together and bound them with layers of sticky webbing.

Melissa stared at her savior in a mixture of gratitude and fear. "T-thank you." She said weakly. "Who are you?"

"My name's Spider-Man." Was all the masked man said, before leaping into the night and swinging away on a shining rope of, web.

A few hours later, Melissa had led two cops to where the three criminals were bound. Max and Greg stood over the unconscious trio.

"Well I'll be darned!" Greg said with a Brooklyn accent. "These guys been on the wanted list for six months! Max, get 'em out of that…stuff while I radio this in."

Greg turned around and turned on his small radio. "Hey, we got Hodge Williams, Trent Benedict, and Edward Young on East Delaware. All three of 'em are wrapped up in this weird white stuff. Could you send down another car to help get these guys outta here?"

"Uh, Greg?" Max called to his partner.

"What is it Max? Max what the hell are you doing?" Greg screamed.

Max, who had tried to tear the webbing, was now quite stuck against the cocoon. "Could you get out of this? 'Sniff sniff' Yuck! I think you of these guys took a dump on them selves!"

Os. Corp. Lab 31 

Doctor Miles Warren was a spindly man. His face was long and thin, nearly skeletal. His gray eyes were narrow slits cut into his skull. Warren's hair was short and greasy, putrid green in color. Miles' nose had a sharp hook at the tip.

Miles Warren's skin was the color of death. Ugly blotches of pale yellow flesh covered his body. A tiny scare was visible on his long chin. The scare was unearthly white, standing out on his pale flesh.

Miles wore the stereotypical white scientist lab coat. A pair of faded black pants struggled to stay up on his skeletal waist.

Doctor Miles Warren was not a pleasant person to be around by anyone's standard. To start with, his hideous features repulsed many people, and mad dogs bark at him incessantly.

Personality wise, he was exactly the same inside as how he appeared on the outside. Miles was a mean spirited, spiteful shell of a man that enjoyed frightening little children, kicking small, fuzzy animals, and conducting illegal genetic experimentation on human subjects.

Miles sat in a dark room above the operation room. His thin hands typed on the control panel, sending electrical signals to mechanical arms in the room below. With evil glee, Miles Warren watched as a diabolic metal arm descended from the ceiling.

A man was strapped to a metal slab. He was not tall, but not short, just average. A raggedy beard, unruly rats nest hair, and filth skin gave away that he was among New York's homeless. He tugged futilely at the titanium bonds, which held him in a deadly embrace against the cold, metal slab.

He looked up in horror as a crane-like arm lowered down from the ceiling. The arm was equipped with a long, metal syringe. A polyurethane tube, filled with a sinister green fluid, was visible sticking out at an angle from the bottom of the crane.

Miles pressed a button on the control panel, making the arm swivel to the left, lining up perfectly with the homeless mans immobilized neck. The arm stretched out, the needle piercing his neck. He screamed with intense pain racking his body. Doctor Miles Warren soaked up the agonized cries as if they, were, a beautiful serenade.

The needle poured the strange green liquid into the homeless man's neck. The arm pulled back, taking the blood-coated needle with it. A steady stream of green tinted blood leaked from the man's neck.

The man screamed louder as his brain began to burn. His heart felt like it was about to burst. Every single nerve in his body fired off simultaneously, nearly overloading the man's mind. Then, he went limp.

Three men in white protective suits rushed in and freed the limp man. They put him on a stretcher, testing for a pulse. That gave a thumb's up to Miles from the booth and wheeled him away.

Miles Warren leaned back in his chair, a twisted smile painted on his faced. "Let's see, I do believe that Paxton has yet to be tested. I think it's the perfect time to try sample O. Heheheheeheh, HAHAHAHAHAHAHAHAHAHAHAH!"

Unknown Location in New York City 

Spider-Man gazed out over the cityscape from a perch by a stone gargoyle. His left leg dangled off the edge of the small ledge, while his right leg was brought up to his chest. The costumed crime fighter gave a soft yawn.

The sun was just coming up over the horizon. Spider-Man had been up the whole night swinging from place to place, in search of crime stop. And he did. In one night, Spider-Man had stopped one attempted rapping, fourteen robberies, seven hate crimes, two carjacking attempts, and five breaking and enterings. All those reports of crime dropping in New York, those were now officially bull.

"Thank God Almighty I don't have school tomorrow." Spider-Man, or maybe this was Peter Parker talking? His lack of school was do too an obvious cause.

The web covered hero stood up and leapt from the tall building. He shot out a web and swung away at high speed.

Peter literally crawled into his room through the open window. Standing up, he pulled off his mask and sighed. Peter's hair was matted and tangled. Peter's cheeks were flushed with blood. His eyes were blood shot and weary.

"Next…wear underwear." Peter mumbled to himself, shifting on his feet as the costume began to ride up on him. Peter shuffled over to his bed, dropping his mask on the dusty floor. He snuggled under the thin blankets, curling into a fetal position, feeding off his own body heat.

Only three seconds later, Peter learned that his Spider-Sense, did not work that well when he was asleep.

_SWOOSH! THUMP!_

"Time to get up Peter!"

"Wha-Ahh!" Peter fell of his bed in shock. Tangled in his sheets, Peter timidly poked his up above his old mattress, hiding his costumed body.

Aunt May stood in the door way dressed in a semi-casual suite. "I decided that we shouldn't let Uncle Ben's…passing, interfere with our lives. He would have wanted us to stay strong. So get dressed and I'll fix you some breakfast."

Aunt May walked out of Peter's room, presumably to the kitchen. Peter banged his head on his bed. "I get already! I messed up! We do torment me so?" Peter's answer was as follows:

"Peter hurry up and get dressed!"

A few minutes later, Peter had taken off his costume, put on his underwear, got back in his costume (which was much warmer around his nether regions), put on his school clothes and scurried down the stairs, not wishing to anger Aunt May.

"So, what will it be Peter dear?" Aunt May asked standing in front of the old range.

"Eggs and bacon." Peter yawned, plopping down unceremoniously in the wooden chair.

May put down a few strips of pig meat and cracked open the hard albumen of two eggs, letting the insides plop down on the hot skillet. "I figured as much, so I preheated the pan. Well, today I'll be hitting the job market. I all ready have an interview with a small law firm this morning."

"As a lawyer?" Peter asked, still not entirely out of his zombified state.

"What? No! As a secretary for them. They're called Murdock and Nelson Law Firm I think." May said, flipping Peters cooking eggs.

"Ahh." Peter mumbled softer, his mind being pulled back into the realm of the Sandman.

"Peter! Stay awake! My goodness gracious, did you get any sleep at all last night?" Aunt May asked as she placed Peters cooked breakfast under his nose.

"Yeah," _About three seconds._ "Guess I just didn't sleep well." Peter picked up his fork and devoured his eggs in a few bites. Peter duplicated this act with his three strips of fried hog flesh.

"My, my, aren't you a little carnivore." Aunt May said jokingly. "Well, do you have your books and everything? Good, your bus will be here soon."

Peter nodded and rushed back up to his small personal space. He quickly gathered up his book bag, slung it over his shoulder, and rushed out the front door. Peter, as quickly as he could, rushed to the bus stop. Thankfully, a good deal of stamina came with Peter's powers.

The superhero skidded to a stop, right next to MJ, who looked rather surprised by his presence.

"Peter! What a surprise! I didn't think you would come today." The red head said to Peter.

"Yeah, well, we decided that Uncle Ben would rather continue on with our lives then stop everything." Peter said. _And by 'we' I mean Aunt May. _Peter added mentally.

Mary Jane smiled, "Well that's good. Listen, Pete, I'm really sorry about your Uncle."

"Don't be, its not like it's your fault." Peter turned his head away, a feeling of intense disgust coming upon him.

That's when Peter saw it, out of the corner of his eye. The small newspaper vending machine displayed this morning's paper with the headlines:

MYSTERIOUS 'SPIDER' SAVES LIVES! 

A singular thought crossed Peters mind. _Crap._

MIDTOWN HIGH SCHOOL 7:58 AM 

Peter sat uncomfortably in his chair. The whole classroom was abuzz with talk of this mysterious new superhero called Spider. Apparently, the woman he had saved from those three freaks had gone to the cops, which was a good thing. She had also told them of who had saved her. Unfortunately, she had gotten his name wrong.

Peter had wanted to keep a low profile when he was Spider-Man, not wanting the media to get wind of him. But he supposed it was inevitable. Peter just wished she had gotten his name right!

"Peter, good to see you!" Gwen said to her boyfriend as she sat down across from him. "I um, didn't expect to see you back so soon."

"Tell me about it." Peter said, feelings of guilt once more rearing their ugly little diseased head.

"Hey, how about me and you go out after school and do something together?" Gwen suggested, trying to comfort her boyfriend.

"Sounds good." Peter sighed.

"All right class!" Called Professor Hamilton, "It will be time to start class right abouuuuuttttttt-" _BBBRRRIIIINNGGG!_ "Now."

HALLWAY 8:32 AM 

"Parker!"

Peter sighed, hearing Flash's voice from behind him. Peter turned around to face his harasser, noticing with peaked interest that his spider-sense was not going off.

"What do you want Flash?" Peter questioned the jock that he was infinitely stronger than.

Flash Thompson stared down at the scrawny orphan. Flash took a deep breath and said, "You're pretty tough Parker. I respect that."

Peter looked at Flash with total confusion. "Wha?"

"Listen Parker. I'm really sorry about Uncle. For you to be able to come back here so soon, you are lot stronger than me." Flash admitted.

"I think we already established that little fact Flash." Peter told Flash dryly.

Flash chuckled, a wiry smile on his brutish face. "Yeah guess. You know, you're only the second person to give me a concussion."

"Some one else has given you a concussion?" Peter asked the jock, shocked.

"Listen, I gotta go. Class ya' know?" Flash walked away, tailed by his duo of flunkies.

Peter felt a pang of concern for his tormenter. What had he meant, 'second person' to give him a concussion. Peter closed his locker and hurried to his next class.

After school, Peter phoned Aunt May to tell her that he wouldn't be back till later that night, because he was going out with Gwen. Of course, that wasn't all he was going to do tonight.

Now, Peter and Gwen were sitting together at a Dairy Queen, enjoying a chocolate shake and butterscotch shake, respectively. The restaurant wasn't very busy, discounting the six employees, Gwen and Peter, only four other people were in the restaurant.

Peter slurped up the last of his shake, sucking up the last trace amounts of ice cream and butterscotch. Gwen was only halfway down with her ice cream derived drink.

"You wanna go see The Bug 3 this Friday?" Peter asked, tossing his cup into the garbage can behind him without even looking.

Gwen scrunched her face. "Ewe, no! I hate anything remotely bug related! Fly's, roach's, spider's, ugh! Hate them all!"

"Oh, never mind then." was Peter's response. In his mind, this was how it went: _NNNNNNNNNNNNNNNNNNNNNNNNNNNNNNOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! Of all the animal related super powers to get, I get powers from something my girlfriend hates!_ Which was then followed by intense (internal) crying.

"So, what'd you think of Dr. Connors quiz?" Gwen asked, swirling her straw around in the thick chocolate ice cream.

"Brutal!" Peter said.

"No kidding! I think I missed half of them at lest!" Gwen said with a sigh.

"Ah, don't worry," Peter started, "I sure y-"

Peter was cut off as the blaring whine of police sirens echoed eerily through the streets. A Porsche, followed by three police cars flew down the street at high speed. Peter tensed up.

_Let the police handle it, I'm on a date! You do remember what happened last time don't you? Yeah but, come on, they handle stuff like that every day! You made a pact to protect others. That lunatic in the car could hit somebody! He may have already! Fine, I'll go._

This mental war lasted only one quarter of a second. Peter stood up from the table. "Uh, Gwen, I need to go."

"Why? What's the matter?" Gwen asked Peter.

"Uh, I just remembered, I need to do…something!" Peter said hurriedly, as he rushed out of the Dairy Queen.

"Peter wait!" Gwen pleaded trying to go after him, only to find him vanished to have vanished in thin air.

Angelo Fortunato careened around a corner, narrowly avoiding a mailbox. Angelo Fortunato was the son of the late Don Fortunato. Don Fortunato had been one of the biggest bosses on the east coast, just bellow Silvio 'Silvermane' Manfredi, who in turn, was just below The Kingpin.

Don Fortunato had been killed just a month ago in a highly reported on public assassination. He had always enjoyed lunch at a certain little restaurant on Sunday afternoons. A rival boss took advantage of this. Four armed, gunman busted into the restaurant and emptied fifty rounds each into Fortunato Sr.

So, it then fell to Angelo Fortunato to lead the family. Angelo however, was not a naturally born leader. He was constantly on edge, very paranoid, and not that bright had somehow ended up in a car chase with the cops.

There was suddenly a heavy thump on the roof of his car. A red, web covered head poked down over his window shield, staring him face to face with huge white orbs. "Hey, didn't you see the speed limit?" The Masked man shouted.

In a panic, Angelo pulled his gun and fired two rounds through the windshield. The red masked head had vanished before the first shot had been fired. Angelo began to sweat. "Were did he go? What was that?" He simpered.

"Oh wait! Its on your grill!" Shouted the red masked man. He flipped down on the hood and smashed his fist through the window and pulled Angelo from the driver seat. Standing on the hood of the Porsche, with Angelo in one hand raised above his head, Spider-Man showed an incredible amount of flexibility by stabilizing the car with a single foot on the steering wheel.

Spider-Man stretched out his arm, flipping upside down and fired a single, long strand of webbing that spread out and formed a great 'net' that caught between two lampposts, creating a massive web.

Peter had learned he could control how the webs formed or dispersed by adjusting the pressure he put on the small white nub on his palm, and the tension in his muscles, would create different effects with his webbing. He also found out, that like a spider's web, its tensile strength was proportionately, if not stronger then steel.

Spider-Man jumped from the hood of the car, which careened into the wide web. Each strand shrieked in protest as the several ton vehicle, slammed into it, forcing it backward. The large trap web snapped back, the Porches still firmly secured.

Spider-Man, still in mid-air flung, Angelo at the web. He screamed in absolute fright. The mob boss smacked against the web, which shuttered. The web stretched back and forth rapidly like a trampoline. With each motion, Angelo Fortunato felt his stomach come ever closer to his mouth.

The hero landed gracefully on the pavement. He stood up, admiring his work.

"FREEZE!"

Spider-Man whirled around to find three police officers with their guns draw and pointing them, at him.

"What? Oh come on! I just caught that guy for you!" Peter protested.

"Down on the ground now!" The cop ordered again.

The web-slingers rage boiled. "This is unbelievable! I'm out of here!" Spider-Man leaped into the air and swung away.

"Should we pursue him, sir?" one of the officers said.

"No, lets just get that guy down. Max, climb up on the car and try to get him loose." He said.

Max did as ordered, and climbed upon the trapped vehicle. He reached over to try and unstuck the failed mafia boss. Unfortunately, Max was once more entangled.

"Um, chief? I'm stuck. Again. Uh oh! I think this guys about to!"

"BBBLLLAAAGGGHHH!"

ADRIAN TOMES APARTMENT 

Adrian sat in an under stuffed armchair, reading the morning edition of the newspaper. "Hm, So Angelo Fortunato was captured by that new superhero? Well what a shame, I was truly hoping to taste his blood on my claws." Adrian lamented, folding the printed article.

Adrian got up from his poor excuse for a chair, stretching his arms and legs. He walked over to his happy puppy picture calendar and smiled.

"Just a few more days. But boss man never said, I couldn't stretch my wings a little first." Adrian hissed with a wicked smile. Adrian popped open a large trunk at his feet. Folded up neatly, black helmet placed on top, was suit. With a wicked smile, Adrian pulled it out from its hiding place, ready to have a bit of fun.

* * *

OH YA! NEW STORY ARC! Adrian Tomes dons the VP-001 suit he shall introduce himself to the Big Apple, only to meet the new kid on the block. Plus: Peter needs some extra cash. All he needs to do is get a few shots of Spider-Man aka himself. Simple right? Wrong! Next Chapter: Wings of Death Part Two: Cry of The Vulture! 


	7. Wings of Death Part 2: Cry of The

Wings of Death Part 2: Cry of The Vulture

It was warm. A slight breeze was coming in from the north. Ozone was lower than usual. There were a lot of people on the streets. Adrian smiled from behind the black reflective helmet.

The lanky assassin stood atop a tall building, dressed in the green and black body armor. The small digital clock displayed at a corner interior of the helmet read 4:49 PM. Good time to find some food.

Adrian wasn't thinking of what his employer would say about a little day light massacre, but Adrian didn't really think too much about things. Besides, he needed a little more practice.

Adrian Toomes spread his wings wide, the black 'feathers' ruffled with delight. He squatted down and leapt into the air. The small jets mounted on his back granted him propulsion through the air with a grinding shriek.

His eyes, augmented by the suits helmet, picked the perfect target. Some yuppie in, a gaudy blue business suit constantly, looking at, his watch. He'd splat real good.

Adrian pulled his arms to his side, straightened his legs and dive bombed at the man. He looked up at the last moment his attention grabbed by the hideous shrieking noise, and felt a painful stabbing sensation erupting in his shoulders.

He was lifted from the ground by a powerful force. He felt blood seep from his burning shoulders. He forced his eyes open. He stared at his reflection in a curved, obsidian helmet.

"See you got the balls to stare in the face of death!" His captor wailed in a voice that made his ears twinge in pain.

"W-who are, you?" The man moaned. The pain in his shoulders flared as his captor squeezed tighter, making more blood issue from his open wounds.

"I'm The Vulture baby! And I'm hungry!" The Vulture exclaimed his voice filled with ill intent.

The Vulture's clawed hands opened wide, releasing their hold on the yuppie with a sickening squelch. He hung in midair for just a second before gravity took hold of him with deadly results.

It took less than five seconds for him to fall over one hundred feet to the road below. His limbs flailed wildly, his lungs emptied of air from his screams. His life passed before his eyes. He should have, went with the soup last night. He hit the ground with a sickening splat, every bone in his six-foot nothing body broke.

Adrian Toomes stared down at his gruesome work with a hidden smile. The blue suit man was like a broken doll, lying at an awkward position. People gathered around the dead man, amazed by it in a morbid sense. A women looked up, a saw the avian figure fluttering above their heads.

"Ahhhhhhhhh!" She screamed. People looked up to see Adrian flapping his arms to keep himself steady. The crowd screamed and ran in fright drawing, for once, the correct conclusion.

Adrian laughed with evil glee. He swooped down at the fleeing crowd, bloody talons hungry for more death. "Run little people, for The Vulture is here!" The Vulture lashed out with his right arm, catching a black teen across the back, felling him in a spray of blood.

He laughed hysterically as more people were, slashed by him taking of limbs, or head. Those poor souls that lived were trampled beneath the fleeing mass of humans. The Vulture arced himself up into the air, the jets on his back giving him a boost of speed.

The Vulture screamed past rows of buildings, cutting the thick glass windows with his razor sharp talons. The windows exploded outwards, raining shards of glass down on the streets.

"Oh how much fun is this?" The Vulture exclaimed, cackling in his raspy voice. "Maybe I even get to meet a few heroes! What a boon to my rep would that be? Killing Iron Man, or the Fantastic Four? Ha! I would have people clamoring at my feet with millions of bucks, just to take out a few idiots!"

The Vulture was quite positive all, this ruckus he was making would draw out some big names. Little did he know Iron Man aka Tony Stark was…

"As you will see from these slides, my companies product far exceeds your current supplier, Tomoko Industries." Tony Stark said, rising from the big oak table in the boardroom of Superstar Lights And Sounds, located in Sydney Australia.

Tony was just about to clear one of the biggest sales of hydraulics and computer systems of the year! If this was, successful, Stark Inc.'s stock prices would, go orbital! With steady hands, Tony Stark, also know publicly as the Invincible Iron Man slid the small disk of photographs in an opening of a projector.

Tony pulled down a canvass screen. "Mr. Fin, if you would get the lights, I will proceed with the presentation."

Mr. Fin was a thin man in his mid forties. He was really nothing more than a yes man to Henry Grande, the man who ran the company. He flicked the light switch and sat back down.

"Good," Tony said with a smile. He hit the 'on' button on the side of the projector.

A collective gasp rippled through the boardroom members. Tony cocked his eyebrow. "What?"

Henry Grande's face had turned redder then a tomato. Veins bulged from his neck and head. "THAT'S WIFE! AND MY DAUGHTER! AND MY SECRETARY!"

Tony turned around and looked at the projected slide. "Whoops." Wrong, set of slides. A million different options ran through Tony Stark's guineas brain. He only heard one of them.

"Yoink!" Tony dashed from the room, rushing down the halls of the office building before skidding to a stop. He snapped his fingers in annoyance. "Anti-Yoink!" Tony rushed back up to the boardroom, burst through the double doors.

He hit the off switch and pulled out the small roller of pictures. "He he, forgot it!"

"GET OUT OF MY OFFICE!"

"Once more, Yoink!"

And the Fantastic Four was…

"Ben! Behind you!" The Human Torch shouted too his orange, stony skinned friend.

Ben J. Grimm spun around on a massive booted foot and smashed a steel pipe across a zombie's skull, splattering its brains across the wall.

"Thanks Johnny! I owe you one. Which I'll repay right now! Rah!" Ben flung the heavy pipe two inches from Johnny Storm's flame covered head, and impaled a walking corpse through its head.

Reed Richards aka Mister Fantastic was knocking zombies away from him and Susan Storm aka The Invisible Women and his girlfriend with his hands, which he had flattened, and rolled up into a pair of giant hammers.

"Why do you keep building Inter-Dimensional Portals Reed? They always lead to bad things!" Johnny chastised Mr. Fantastic as he pummeled a reanimated corpse with fireballs.

"I don't know, alright! I just don't know!"

Now, back to the main story.

As Adrian in his guise of The Vulture reveled in the mayhem he was creating, Everyone's favorite web head was trying his best to make up with Gwen after running out on her last night.

Peter stood in the well air conditioned, if not freezing Hallmark Gift Card store. He stood bunched in with about five hundred other men in the-_I am sorry honey, I am a worthless piece of crap and you are perfect _section.

Peter Parker tried to talk to Gwen during school today and got the Artic Shoulder, Gwen's own copyrighted maneuver, which was guaranteed to make you feel horrible about yourself. So Peter found himself here, trying to find a card and some candy to make it up to Gwen.

Peter's had hovered over a row of cards. Peter shrugged and picked a card at random, pulling it from its slot. The cover simple, a mother of pearl color lined with glitter. It said in big loopy words MY DEAREST.

Peter opened it up and read the inside. PLEASE FORGIVE ME FOR RUNNING OUT OF THE DAIRY QUEEN LAST NIGHT, FOR I HAD TO STOP A RUNAWAY CAR THAT WAS BEING CHASED BY THE POLICE.

"Wow, these things are getting oddly specific." Peter mussed, placing the card back in what was most likely it slot. Peter picked a card that was much simpler and sounded less like the ramblings of a crazy person.

The teenage superhero left the section and grabbed a box of sorted chocolate from the counter. He sat the two items down together on the check out counter. The cashier, a pretty blonde named Deborah was just about to scan the items, when Peter's spider-sense came to life.

He turned his head to the glass doors. Peter's sharp eyes saw a, women in red fly through the doors, shattering the glass doors. She bounced across the floor and rolled to a stop at his feet. Her neck was cruelly slashed. Pieces of glass stuck in her flesh from the broken doors.

Everyone in the store scrabbled for the emergency exit, screaming their collective heads off at the sight of the dead body. Peter turned to the cashier who was paralyzed with fear and said, "Hold these for will you?"

Peter ran out the emergency exit as well. Perfect, it led out into an ally. Best of all, there was not a soul in sight. Peter took off his black long sleeve shirt, revealing the spider emblazoned across his webbed chest.

He tossed his shirt on top of a dumpster lid, which was surprisingly clean. His, shirt was quickly joined by his pants and shoes. Peter slid on the red and black gloves. Another modification he had made. He had cut the off at elbows and put a slight amount of elastic on the insides of the gloves so they would cling better to his arms. Finally, the teen hero slid the mask over his head. He coiled his legs, and jumped into the air. Spider-Man let fly a strand of silvery webbing and swung away.

The Vulture swooped down once more and thrust out with his right hand, sinking his three titanium talons deep into the back of one poor soul. He pulled his claws out of his back with a squelching noise. The man dropped to the ground, blood ushering from his wounds.

"This is great!" Adrian Toomes roared, holding his blood soaked hands high in the air. "I've never felt this strong! I can't be stopped!"

"I beg to differ!"

Arian whirled around and felt the sudden impact of two feet in his stomach. He flew (involuntarily) into the hood of a Camaro. The plastic/metal compound crunched and broke. The windshield broke in a spider-web pattern.

Adrian rolled off the car, holding his aching stomach with bloody claws. "Who the hell hit me?" He demanded. His eyes came down on the scrawny teen in red and black.

"So big bird, you like killing people? Come on then, let's see if you kill me!" Spider-Man challenged.

"You fool! You'll regret your decision to challenge The Vulture!" The Vulture exclaimed, spreading his arms wide.

"The Vulture? Couldn't you come up with something a little better? Like, The Giant Idiot In A Bird Suit Man!" Spider-Man mocked.

"This coming from someone who dresses up as a spider?" Vulture countered.

"Touché. But I really can't stand here all day and swap witty insults and jokes. I have homicidal lunatic to beat up!" Peter charged head long at the black and green Birdman wanna-be.

The Vulture lashed out with his claws. Spider-Man, in a prime example of acrobatics, somersaulted over Adrian, landing gracefully behind the assassin. Spider-Man punched him in the back, or at least tried to.

The Vulture had spun around, knocking away the webbed fist with a swift motion. With years of honed skill, The Vulture punched Spider-Man in the solar plexus, forcing all of the air in his lungs out in one second.

The web-covered hero stumbled back, pain throbbing in his torso. He tried to take a breath but only succeeded in making an unusual mix of rasping and coughing. His spider-sense went off as Vulture hit him with a snap kick to the chin. Spider-Man could have dodge this blow, but the pain he felt made his head spin.

Peter was lifted from his feet from the force of the strike. He smacked back down on the pavement. Pain shot up his spine. As his airflow returned too normal, Spider-Man opened his eyes. The prickling at the back of his neck became so painful as The Vulture came closer to him.

Adrian raised his clawed foot over the fallen heroes chest. He brought his foot down with bone crushing force. Spider-Man rolled to the left at the last second, making The Vulture's foot smash into the pavement.

Spider-Man sprung to his feet, ready to counter attack. "Okay! I'm ready now Chickenman! Do your worst!"

"Arr, that's Vulture!" The Vulture lunged at Spider-Man, who sidestepped his attack. The Vulture flipped over, his feet facing the opposite side of the street. Spinning over once more, he up righted himself.

He shot into the air at breakneck speed. At one hundred feet, he stopped and focused on Peter below. Vulture brought his arms horizontally across his chest, one on top of the other.

"Die!" Vulture commanded as five razor thin blades extended from both of the wings. He threw out his arms, making the deadly weapons loose from their trappings. With the whine of splitting air, ten feather knives soared down at Spider-Man.

The web-head jumped over the deadly projectiles. High up into the air he rose before firing a web line at the Vulture who was just ten feet above him. The Vulture dodged the sticky web, which Spider-Man used to yank himself to the side of the building. Firmly attached to the wall, Spider-Man plotted his next attack.

"Great! Now you stick to walls!?" Vulture complained, hovering in front of the hero.

"Well, it kinda comes with the territory of being called Spider-Man!"

"Oh come on! Spider-Man? Really?"

"Hey, once more, The Vulture!"

"I'll kill you!" Vulture raged, striking out with his deadly claws.

Spider-Man shifted to the side, while The Vulture's claw buried itself in the wall. Then, with a surge of strength, The Vulture ripped his arm out of the wall, showering the streets below with small bits of concrete.

"I'll smear you across Broadway you little son of a bitch!" The Vulture swore.

"Oh, wow, that's so scary I'm shaking in my tights!" With a mighty shove off, Spider-Man rushed out at The Vulture. With a lightning quick movement, Spider-Man punched The Vulture in his jet-black helmet, cracking the left side of the one-way mirror. He followed up with a second punch to The Vulture's gut.

Adrian struggled to regain his balance from the painful strikes. Spider-Man had grabbed the side of the building again, holding on with one hand. The Vulture steadied himself.

"I underestimated you Spider-Man! I'll make a tactical retreat for now!" The Vulture turned around and flew off in fear.

"Oh no your not!" Spider-Man said, catching The Vulture's leg with a web line. He was jostled around in the air, trying his hardest to keep hold of the web.

"Let go you little pest!" The Vulture screamed. He shook his leg, trying to get the web loose from his armored leg. Adrian Toomes ducked down an ally, forcing the web-slinger to smack against rough brick walls.

Spider-Man grunted, as his skin was, cut by the brick, leaving ugly gashes over his back and arms. Unable to hold on any longer, Spider-Man let the web line slip from his hands. He bounced around the hard walls, sending pain surging through his body.

_CRASH!_

Peter fell into an open dumpster, filled with rotting food, empty bottles, and what smelled suspiciously of soiled diapers.

Spider-Man moaned as his head throbbed. "Note to self: pain SUCKS! Aaawww…."

* * *

Well, there you go! I stayed up till 1:26 Pm Central Time to get this done. For you people! Please review. I'm going to sleep now. 


	8. Wings of Death Part 3: Down Time

Wings of Death Part Three

Spider-Man got out of the reeking dumpster with a groan of pain. The webbed avenger's body stung from the multiple impacts suffered from being smacked into the sides of buildings.

Spider-Man glared up at the sky, furious that The Vulture, or whatever he was calling himself, had slipped away. He had two options, One, he could try to tail the murdering freak, or Two, go back and see if he can help anyone. The web head turned around and ran from the alleyway.

The hero came upon a scene ripped right out of Road Warrior. Burning cars were flipped over onto their roofs. People lay about screaming and moaning in pain. Bodies were draped over lampposts like grim decorations. Spidey felt like vomiting.

Most people still there where helping the injured, or comforting the dieing. Except, one person. That person stood still, holding his cell phone out, and taking pictures. Spider-Man became furious at the sight of this little freak standing about snapping photos of the carnage.

"Excuse me," Spider-Man said, tapping on the man's shoulder.

"Huh? What do what?" The man asked. He stood two heads taller then the super powered teen, with a head a black hair. He wore an AC/DC shirt and low cut shorts, showing off his incredible hairy legs. His brown eyes gave the spider-themed power an annoyed look.

"I want this." Spider-Man said, snatching the camera phone from (for convenience sake) Chad's hand, much to his protest. Spider-Man raised the multi purpose device above his head and with his strength, threw it to the ground, smashing it into a million tiny little pieces. "If you're not going to help, get the hell out of here you sicko!"

Chad snarled at Spider-Man before storming off, muttering something about 'costumed fruits'. The Web-Head snorted at the depraved man, disappointed at how low one person could be as to take pictures of this.

Spider-Man ran over to a group of people surrounding an over turned car. "What can I do to help?" He asked a man squatted down next to the vehicle.

The crowd jumped as they saw him in his red and blue long johns. "Your that, Spider guy from the papers! You're scrawnier than I thought you'd be." A man in a red jersey said.

"Yeah, I get that a lot, is someone trapped in that car?" Spider-Man rushed.

"Well we wouldn't be surrounding a flipped over car if somebody wasn't." The squatted man snapped. "Both doors are stuck, so unless you can rip 'em off, get out of here!"

Spider-Man glowered, though you couldn't really tell, at the man. He told them to back up, waving them away. Spider-Man knelt down next to the door. The metal and plastic frame was crumpled and cracked. The window was cracked, ready to shatter if anymore, force was applied.

Inside was a middle age woman with blonde hair and black eyes. A nasty cut ran across her forehead, letting blood dribble down into her short cut hair. Too Spider-Man, the woman looked rather familiar.

"Don't worry mamma, I'll get you!" He reassured.

"Pff, like a scrawny little wuss like you could help!" Mocked the man in the red jersey.

"Hey! Can't you see there are more people that need help? Get over there and try not to act like a monkey." Spider-Man shot at him. He turned his attention back to the car door. Spider-Man grabbed at an edge of the crushed door. With minor exertion, his fingers ruptured the metal/polyurethane door. Spider-Man spread his legs and pulled to the left. He grunted as his muscles strained and metal stretched and snapped. With a horrid noise, the car door was ripped from its hinges.

The Web-Head dropped the door, and reached into the upturned vehicle. Nimble fingers undid the seat belt, and gently pulled the woman from the car. Spider-Man lifted her up, holding the one hundred twenty-something pound woman in both in arms with uncanny easy.

Spider-Man let her down gently. "Are you oka-" _THWACK!_ "Ow! What was that for?" Spider-Man asked, nursing his throbbing cheek that the woman had slapped.

"Don't you dare touch me you Mutant!" She screamed before storming off.

"God! Some appreciation!" Spider-Man grumbled. He turned around and saw the many more people that needed help. He didn't do this for the gratitude.

"RRRRAAAAAAAGGGGGGGGHHHHHH!!! Fucking little bug!" Roared Adrian Toomes. He flung the cracked helm across the dank apartment where it slammed against the peeling wallpaper and fell to the floor.

Adrian was still in the performance enhancing battle suit, standing in the middle of his small home. He breathed erratically and loudly. "How did that scrawny little shit beat me!?" Adrian demanded. "I'm one of the best Damnit! Well, Silver Sable is pretty good, and then there's Kraven, and Bullseye, GAH! I'm still one of the best! No way some little Mutant brat could best me! Next time I see him I'll slice that red belly of his open, and hang his entrails on Sierras Tower!"

"No there is no reason to hold that much of grudge, is there?"

Adrian turned around with his three claws spread wide, hungry to eviscerate anyone or anything. That was until Adrian saw the broad, towering frame of his employer.

"O-oh Mr. Fisk!" Adrian stuttered, standing upright, hands to his sides. "I wasn't expecting you."

"And I wasn't expecting to hear that a man in a bird suit was wreaking havoc in the city. I suppose we are both equally surprised." The King said with a chilling smile.

"Let me tell you something Adrian. I don't want you taking any unauthorized flights for you to satisfy your little violence fetish. You are to lay low until Saturday. Then, you will go to where my enemies are having their little get together. Do we have an understanding?" Wilson asked, his eyes pinning Adrian to where he stood.

"Yes sir." Adrian said, swallowing the lump that had formed in his throat.

"Good. See you later." Wilson Fisk said, with that frightful smile plastered on his large face. He left the apartment, having to stoop down in the doorway to get out.

As the giant vanished down the stairs at the end of the hallway, Adrian collapsed to the floor, sweat pouring down his face. Even without superpowers, Kingpin was intimidating as Hell.

Peter sat in class Friday, autonomously taking notes, and turning pages, not really in tune with the rest of reality. The events of Thursday had really messed with Peter. That psycho had hurt so many people. A lot of them had been kids.

It took the ambulances seemingly forever to get to the scene. The roads leading to it had been blocked off. Something involving The Avengers and some, big name bad guy. Peter had had to swing some of the injured to the Hospital himself.

After Peter had helped everyone he could, he had left to look for The Vulture. For two hours he had scoured the area with no luck. Peter had resigned to defeat and returned home depressed. When he slept, he had nightmares about what he saw. Peter was going to find Vulture. And he was going to hurt him.

Peter looked up at the clock mounted on the white wall of the classroom. 2:55. School would soon let, out. Peter smiled. He and Gwen where going out tonight. Spider-Man could take a short brake.

"Class, I want you all to study up on the French/Polynesian War over the weekend. There will be a test!" Said Professor Monroe as he wiped away the chalkboard. The loud bell rang, signaling the students that the time of persecution had finally ended.

The room was filled with the noise of screeching chairs and shuffling papers. Students started chatting to each other about things of no true importance. Professor Monroe sighed at the sight as the children filed out of the room. He sat down in his desk chair. Reaching into his pants pocket, he pulled out a small, clear orange vial. The label read: 100 mg. Caduet. Monroe, James.

Monroe pressed down on a small clear orange tab just below the white cap. At the same time, he unscrewed the cap and placed it on his desk. James Monroe pulled out a rectangular white pill and put it in his mouth. Gulping the pill down, Professor Monroe grimaced. Dry swallowing a pill is never pleasant.

In all his life, James Monroe was always grateful for one thing. Summer was almost here.

Peter was caught up in the frantic, rapid flow of students out of the large, under funded, government sponsored educational facility. Peter walked along side Harry, talking happily about his up coming date with Gwen.

"I hope I'll be able to make up for running out on her on our last date." Peter said, rubbing his arm.

"No kidding! Gwen's given you the, cold-shoulder ever since. Why did you run out anyway?" Harry asked with a wiry grin.

Peter bit his lip, trying to think of an answer. _Well Harry, I am in fact a superhero and had to stop a crazy guy in a really nice sports car who was running from the cops! Yeah, that would be smart._ "I had…diarrhea?"

Harry stared at Peter with cool eyes. "Dude, that was way to much information!"

"Harry!" Called a voice by the street. The two friends turned to see who was calling Harry. Standing straight up and dressed in a black Italian suit was Norman Osborn.

Harry became ridged as he, accompanied by Peter, walked over to his 'dear' father. "Dad." Harry said in a deadpan tone.

"Harry, is that anyway to great your father?" Norman asked with a smile.

"So, why are you here?" Harry asked.

"Can't a father pick up his son from school every now and then? So, would you introduce me to your friend?" Norman said, looking at Peter. Peter suppressed the urge to shudder. There was something in Norman Osborn's eyes that seemed…disturbing.

"This is Peter. I told you about him." Harry stated.

"Oh, yes. I remember now. I'm sorry about Uncle Peter." Norman said, offering condolences.

"Thank sir." Peter said, casting his eyes down to the sidewalk.

"Well Harry, are you ready to go?" Norman asked his son, opening the door of the limo, showing off the leather interior.

"Later Pete." Harry said to his friend as he climbed into the limousine. Norman closed the door, nodded to Peter as a gesture of goodbye, and got into the car opposite his son. The black vehicle pulled away from the curb and drove off.

Peter turned his attention back to getting home and readying for his date. Peter could do two things, go into an ally and swing home, or public transportation. As today was Peter's chosen day of normalcy, public transportation it was.

Hindsight is a very interesting thing, thought Peter as he stepped off the bus he had taken to Queens. A day of normalcy seems like a simple task to accomplish right? Well when you can lift hundred times your own weight, and shoot webs from your wrists, normalcy is very hard to get at. Especially when you choose to get on a bus in New York. You can see some pretty weird things on buses and subways. Something's odder than others.

Such as just three minuets ago, just before the bus reached his stop, they had picked up a guy that looked as if he just came from a ceiling insulation sale at Lowe's. And decided to wrap himself up in it. Yes, you can see some strange things on public transportation. It probably would have been better just to have dressed up as Spider-Man, and swung home.

Peter quickly made his way to the small house that seemed just a little bit smaller these days that he called home. He opened the door to find Aunt May sitting on the sofa holding a cup of coffee with a depressed face.

"Aunt May, what's the matter?" Peter asked, moving over to his Aunt.

"Oh, nothing you should concern yourself with dear." May said with a smile.

Peter gave her a long, questioning look, wanting the truth.

May frowned and said, "I got a call from Mr. Murdock. He said that even though my résumé was good, they weren't looking for employees right now."

"Oh man, I'm sorry Aunt May. But hey, there are plenty of jobs out there!" Peter told his Aunt, trying to consul her.

Aunt May gave Peter a smile. "Thank you dear. Oh, don't you have a date with Gwen tonight? You should get ready!"

"I was just about to go and take a shower. Me and Gwen will just take a bus, so you don't have to worry about driving us." Peter said, moving up the stairs to the bathroom.

Facility 37

Roger Paxton sat alone in a sterile cell, curled up on the floor in the fetal position. His eyes were sunken deep back into their sockets. Roger's lips were dry and cracked. His hair had fallen out in large clumps, leaving only spars patches on his scalp. Needle marks dotted his bare arms and legs.

His mind was empty now. Brain cells killed by repeated exposure too countless different chemicals. Those who preformed the tests were amazed by Paxton's ability to handle the repeated experimentation. Most people died after the second session.

A single door, leading into and out off the room opened with a popping sound. Miles Warren, dressed in his lab coat walked in with a twisted smile, holding a syringe filled with a black liquid.

"Hello Mr. Paxton. I am very impressed with you. Too have survived this long without even transforming or dieing even. I have decided you should be rewarded. You see this?" Warren said, raising the syringe. "This is a nice new formula I've come up with. I think you will make a good test subject."

Miles calmly marched over to the balled up Paxton. Pressing the tip of the needle to Roger's cerotic artery, Miles thrust the injector through his flesh and pressed the liquid into Paxton's system.

Miles quickly backed away as Roger Paxton began to twitch violently. He uncurled, screaming in pain and agony. His eyes rolled back into his head as he jerked about. Suddenly, from his mouth burst a thick blob of red protoplasm that spread out, incasing his body.

Paxton flipped up, the red ooze having covered his body like some sort of living suit. Its red flesh wriggled as thin tentacles burst from its back, arms and chest. Its large 'eyes' were milky, soulless white. Its hands were tipped in knife like claws. It faced Miles, wrath pouring from its suede-eyes. With a mighty leap, the creature went for Warren.

Quickly, Miles raised his other hand, which held a gun like instrument. Pulling the trigger, a dart shot out and buried itself in the creature that was formerly Roger Paxton. The creature toppled to the ground, screaming and withering in a whirlwind of pain.

Then, as quickly as it started, it stopped. The creature lay motionless. Its flesh turned ashen and broke a sunder, revealing…nothing. The remnants of the creature broke down and turned to dust, leaving behind not but the distinct odder, of brimstone.

Miles sighed, shaking his head. "Duplicate Five-failure." The twisted doctor left the room, slamming the door shut with a second popping sound.

Stacy Residence-Apartment 71

Peter smoothed out the wrinkles in his white shirt as he waited for the door of Gwen's apartment to open. The Stacy home was relatively small, though floor space wise, it was larger then the Parker home. One floor, two bedrooms, one bath, and one kitchen comprised the apartment. It was just large enough to support a family of three.

Peter's keen ears picked up the faint sound of soft footsteps coming closer to the door. Too heavy too be Gwen, but to light to be George Stacy. Must be Gwen's mom. It had been a while since Peter had seen her.

The door opened quickly. In the doorway stood a rather familiar woman. _I knew she looked familiar. Great. Gwen's mom is a bigot. _It was true. The very woman Peter had pulled from the upturned car Friday now stood in front of the undisguised teen.

"Oh! Peter! It feels like forever since we last meet!" Anna Stacy exclaimed cheerily.

"I know. _If you hadn't beet me over the head when I saved you. _So, is Gwen ready?" Peter asked, scratching the back of his neck.

"Yes, think so. Gwen! You're boyfriends here!" Anna shouted back into the house.

"I'm coming!" Came Gwen's hurried reply. The beautiful blonde rushed out of her room and into Peter's view. She had done her hair up into a high ponytail with a pink scrunchie. She wore a red miniskirt and red blouse. Gwen had applied a light amount of pink lipstick, and a small amount of eyeliner.

"Hey Peter, you ready to go?" Gwen asked, cocking an eyebrow as she spoke.

"Yeah. Come on the movie starts soon." Peter said sheepishly.

Gwen smiled and rushed past her mother and out the door, grabbing Peter by the forearm. "Well, come on then Peter! See you latter mom!" Gwen waved goodbye to her mother as she and Peter disappeared into the elevator.

Gwen pressed the button for the first floor and stepped back, wrapping her arms around Peter's arm. As the elevator jumped a bit and slowly descended Peter cleared his throat.

"So, um Gwen. What do you think of Mutants?" Peter asked Gwen offhandedly.

"Hu? Why do you ask?" Gwen said giving her boyfriend a strange look. "Are you a Mutant?"

"N-no! I was just asking what you thought about Mutants!" Peter blurted hurriedly.

"I think they're all right." Gwen said shifting from one foot to the other. "But my Mom, well…she makes that guy, Kelly, look like a Mutant lover! Sometimes I think of dating one just to piss her off."

"But you'd have to dump me to do that." Peter said jokingly nudging her.

"Hmm, date the biggest geek in school, or a social outcast that nearly every person, religious institution, and government distrusts or hates. I think it's really the same thing." Gwen smiled, nudging Peter slightly more forcefully.

The elevator stopped with a mild jolt and the doors slide open. The young couple walked out into the lobby, laughing quietly.

The trek to the theater wasn't eventful. It was only a few blocks away and they talked to each other during the short walk. All the while, Peter was rolling over in his mind, whether or not to tell Gwen his little secret.

Peter would eventually tell Aunt May about his double life, but then there would be that unpleasant little thing about why he was doing this and that would most likely lead to a discussion about Uncle Ben. The wounds were still too fresh. The guilt still too strong. Bah! Peter could tell Gwen later. Right now, he just wanted to focus on the normal aspects of his life.

Peter and Gwen stopped in front of the ticket booth outside the movie theater. The tired looking man in the booth looked up at them and in a long, drossy voice asked, "What movie?"

"Two for Disturbia." Peter said, taking out his wallet.

The man pushed several keys on the computer and produced two tickets from under the counter. "Twenty dollars please."

Peter opened his wallet and grimiced. Thirty-one dollars was all that he had. Peter would have more. After buying the material for the costume, he still had several hundred dollars left over. He could have stuck it in his bank account, but he couldn't stomach even thinking about the money that had cost so much. Peter had donated the rest to charities anonymously.

And well, things weren't that great at his job, or really old job. Peter had come in late once and that was that.

Peter pulled out the twenty dollars necessary and pushed them under the glass window. The drossy man took the twenty dollars and put it in the cash box and slide the two tickets under the glass and over to Peter.

The couple walked into the cool theater, pleased that there was virtually no lines at the confection stand. Gwen got a small, unbuttered popcorn and small coke. Peter got nothing. After that, Peter had fifty cents left, and officially hated the theater.

Peter and Gwen enjoyed the movie, mostly Peter, as Gwen would occasionally latch onto him when something freighting occurred. After the movie, Peter escorted Gwen back up to her Apartment.

"I really liked our date Pete." Gwen said, kissing Peter lightly on the lips.

"Same here. I really like this part." Peter said, giving Gwen a kiss back. Suddenly, his spider-sense flared to life and he broke the kiss, just in time for George Stacy to open the door.

"I thank you for returning my daughter safely." George said in his base voice.

"Ah, no problem sir. See you later Gwen!" Peter said, waving to her as he rushed away.

"Oh daddy," Gwen said crossly to her father. "You scare away all my boyfriends like that."

George smiled. "Well then, my goal in life is a successes!"

Peter shivered as a cold breeze blew against his back. Peter held his empty wallet in front of himself. "I should have checked how much money I had left." Peter lamented. He couldn't take a bus home, nor did he want to, fearing what he would see this late.

"Well, might as well just swing home." Peter mumbled to himself. "Isn't like anybody's going to see me."

Peter slipped into an ally, slightly repulsed by the rancid smell from a dumpster. Peter pressed his hands against the brick wall, adhering his skin to the rough surface. With no effort whatsoever, he scaled up the one hundred foot high building.

Once on top, Peter aimed his upturned arm at a building across the street from him. Snapping back his hand and pressing the 'release valve' on his palm, the tiny spinnerets in his forearm went to work, spinning the strong silk. The web line fired from his wrist at high speed, and splattered on the other building, securing a hold.

Jumping forward, Peter sailed through the air at high speed. As he hit the apex of the swing, he let go of the web line and shot out another one to another building back across the street. Peter swung higher and higher above the street, increasing his speed as he went, simple by pumping his legs with each new line like as if he was on a swing set.

As Peter got closer to the small house in Queens, he latched onto the side of a building and dropped down into an ally, walking out, nonchalantly. He whistled a little tune he had heard on the radio on day, but never remembered the lyrics, or the name of the song.

Peter knocked on the front door of his house waited for Aunt May to open the door. He heard May approach the door before calling out "Who is it?"

"It's me Aunt May, Peter." Peter replied sleepily.

"Just a second." Peter heard the clicking of locks and the rattle of small chains. The door opened with a slight creek. Peter walked in, thanking Aunt May for opening the door.

"So Peter, how was your date?" Aunt May asked curiously.

"Pretty good." Peter said, smiling, while still thinking of his empty wallet.

* * *

All right! That's done! Just two more chapters too go in the Wings of Death arc. Please review! 


	9. Wings of Death Part Four: Gathering the

********

Wings of Death Part Four: Gathering the Clutch

* * *

The engine of an obsidian stretch limousine rumbled as it pulled in front of the Library Hotel. The engine fell silent as the driver turned the motor off. With a barely audible click, the doors of the limousine opened and out stepped four black suited men, from both sides of the automobile.

Slowly, from the right side, an older man got out and stood hunched over, leaning heavily on a black walking cane. His face was sharp and angular, completely covered with wrinkles. A heavy trench coat covered his seemingly frail form. This was Silvio Manfredi. In an era long ago swept away by the currents of time, he was called Silvermane after his long, flowing silver hair, which had fallen out so long ago.

Once upon a time, the name Silvermane would make little old ladies faint, and little kids cry. But, once more, such things had long since passed. That did not mean, however, that Silvio was any less dangerous of a man. He still controlled much of the drug trade within New York and New England. Silvio still had a large number of willing soldiers that would not even flinch at the prospect of murdering an entire family.

"Mr. Silvio," came a deep, rough voice. "The meeting is on the third floor, room 300.003."

The elderly crime boss turned to the speaker, a six-foot, eleven inch tall, pinstripe-suited giant. The most interesting feature of this man was his large, perfectly flat head. "I am well aware of that information Hammerhead! Do not think me senile."

Hammerhead straightened up, with a look of shame and fear. "S-sorry sir. I-I just wanted to remind you." The flat-headed man said with a quavering voice.

"If I ever WANT reminding, I'll ask you to remind me. Now, come. I don't want to be late; they're serving shrimp cocktail." The hunched over man waddled away, with the black suited men flanking him. "Oh, and Hammerhead, put on your hat!"

Hammerhead stopped quickly, reached into his suit and pulled out a large fedora, its top flattened, and popped into down his head, fitting snugly on his odd cranium. The man hurried up to catch his boss.

_Bryant Park- Exact Same Time_

Tiny birds chirped their lovely little songs in the tree branches, serenading the people who sat beneath the thick mass of trees. The people sat on medium sized, metal benches, eating food, reading newspapers, and talking with friends.

The quartet (Peter, Gwen, MJ, and Harry) sat happily under one of the larger trees, which provided ample shade for them. Harry chuckled at a joke Mary Jane had just told, involving a snail, a turtle, and piggyback ride. Gwen held her head sleepily, and was leaning on Peter with a small grin. And Peter was much the shame as Harry.

"That was pretty good MJ." Peter complimented. "You would do good in stand-up."

"Thanks Pete, but I've always wanted to be model." The giggling red head said.

"I don't think I can really see you as a model." Harry said, sipping his cappuccino. "Maybe a supermodel."

"If you think _that_ sad bit of flattery will get me to date you Harry Osborn, no so such luck!" MJ said in a very convincing Soup Nazi voice.

"You watch way to much Seinfeld." Gwen muttered, finally becoming fully awake. She sat up and yawned.

"And your roots are showing!" MJ countered.

Gwen gasped and her hands shot to her forehead. "Oh God! I can't believe its already washing out!" Gwen moaned.

"Mary Jane! That was totally uncalled for! You know how sensitive Gwen is about her hair." Peter shouted viciously at his friend, an angry scowl plastered on his face.

"Easy Tiger, I was just kidding! Your hair is fine Gwen." MJ said apologetically.

Gwen put her hands down all the while giving Mary Jane death glares. "That wasn't funny." She growled.

"Heh, why do you dye your hair Gwen?" Peter asked, truly curious.

His girlfriend sat up with a look of deep distaste. "I always got crap from guys because I was blonde. They always thought I was some cheap, stupid floozy. I just got totally fed up with it and I dyed my black. My dad wasn't too happy, but my mother put an end to his complaints. I'm pretty sure she had to go through the same crap I had to."

"Gwen, I swear I will never make another remake about your hair again." MJ said, patting her friend's hand gently.

"Thanks MJ." Gwen said softly. Gwen cleared her throat. "Have you guys been watching the news lately?" She asked. Gwen grunted, as the group shook their heads 'no'. "They've been covering that Spider-Man guy almost none stop!"

"Oh yeah!" MJ exclaimed. "Didn't they get a film of him fighting that bird guy?"

"Yup. He helped a lot of people too after the bird guy left. Spider-Man even saved my mom!"

"Really?" Peter asked, in heavily clocked sarcasm.

"Really. Though my mom says he tried to attacker, but you know how she is about _different_ people." Gwen said, rolling her hand as a way to emphasize the word different.

"That sounds kinda weird." Harry said, putting down his cappuccino on the glass top table. "They didn't give this much coverage of the Fantastic Four when they came out. It lasted for about a week, and that was it!"

"I guess it's because he's not really into publicity." Peter suggested, not making eye contact with the others. "He probably didn't even want people to know about him."

"Pfft! Come on Pete! Why else would someone dress up in a costume and run around in public? He just wants to get famous." Harry countered.

"If he wanted to get famous, he'd stay for a photo-op with the press. The most they've been able to get is a few blurry photos and that crappy little home movie." Gwen said, agreeing with her boyfriend. "I think it's great that there isn't another one of those Superheroes that are so caught up in their own ego they don't stop to help the little guy."

"I agree with you there." Harry nodded. "The Avengers are essentially the Governments super powered lap-dogs. The only thing, that they handle are the occasional terrorist group or errant killing machine made by who-else? The good ol' US of A! They weren't even a mention of the Governments interest in super powered people until Canada revealed Alpha Flight and Xavier started the X-Men. Excluding Captain America of course, but that was under very different circumstances."

"Wow Harry!" MJ exclaimed. "I never new you were so into politics! This is a whole new side to you."

"Nay not really it's, just, something I, read on the internet." Harry said.

"Really? Where'd you read that? It sounds interesting." Peter asked his long time friend.

"Oh I found it on I also found these two really great stories that I loved." Harry said, finishing his cappuccino.

"Where at?" MJ asked him.

"The first one was at fanfiction(dot)net/s/4108545/1/Danny(underscore)Phantom(underscore)Unlimited and the second, was at fanfiction(dot)net/s/3479225/1/Superman(underscore)Unlimited. They are both very interesting and entertaining tales that just seemed to be getting ignored. Sure they may not be everyone's cup of tea, but why not just take a peek at them and tell the author what you think of two projects he has slaved over for so long?" Harry finished, leaning back calmly.

"Yeah. Why shouldn't someone look at them?" Peter said slowly.

Suddenly, a man dressed in a red and black suit, similar to Peter's "extra-curricular activities" uniform. On his back was strapped to long katana's in a cross-shaped manner. His belt was loaded down with grenades, ammo clips and pouches containing most likely, more ammo. On his right calf, a heavy-duty combat knife was sheathed and tied firmly.

"**FOR THOSE OF YOU KEEPING SCORE AT HOME, THAT WAS A BLATANT PLUG!**" He screamed at the top of his lungs with his back to the quartet.

"Excuse me, but who are you?" Mary Jane asked the strange man.

"Why little lady, my name's Deadpool the !W&#)C(!45& Merc With a Mouth!" Deadpool exclaimed rather madly. "Hey, did I just get -#!+( censored? Come on this is fanfic! I should get more leeway! I always get, censored by Marvel! I don't even get a freaking MAX print! I deserve it more then the &)(!-+ Squadron Supreme or The Punisher! I mean come on even the Rawhide Kid got his own mini-series in MAX! Which was really just one long, poorly written gay joke! And further mor-"

Deadpool suddenly vanished, probably completely obliterated by a lightning bolt that struck down from the heavens, leaving not even a scorch mark on the pavement were Deadpool once stood. Peter, Gwen, MJ, and Harry immediately went back to talking as if the whole thing never happened.

"I have more respect for the X-Men then the Fantastic Four. All they do is go to Hollywood premiers and big parties. The X-Men on the other hand actually work for something. Just last week, they busted a Mutant slave trade in Genosha. They've really helped push Mutant Right Bills through Congress and the Senate." Harry rolled his head, making a cracking-popping noise.

"Ewe, what was that about?" Gwen asked, repulsed by the sound.

"I haven't been sleeping on my neck right I think. I've been having these freaky nightmares too." Harry said nonchalantly.

"W-what about? Spiders or something?" Peter asked curiously.

"Spiders? No. Its nothing really." Harry said.

"Come on tell us!" MJ said in an almost threatening tone. "If you don't, me and Gwen, will rip it out of you."

"All right, all right, yessh! All it is, is, that I hear weird voices and can't move. That's it, so just chillax." Harry groaned.

"Sounds like sleep-paralysis." Peter said, leaning forward on the table.

"Sleep wha?"

"Sleep-paralysis. It occurs during the R.E.M. cycle of sleep in which dreams occur. Whenever the body enters R.E.M., the brain secretes a chemical that paralysis muscle movement to prevent the body from acting out the dream and possibly injuring itself." Peter explained. "R.E.M. is also a time during which most parts of the brain responsible for memories, human form recognition, and smell become active again. The inner ear will also vibrate, causing you to hear strange noises during a dream that seem to be more in your head, then in the dreamscape. Sufferers of sleep-paralysis also have visions of strange, humanoid creatures surrounding them, or in their room. Many believe that those who report Alien abduction are actually suffering form sleep-paralysis. In other words, Alien abduction's are most likely really bad dreams. "

"Peter, as your friend, you watch WAY to much Discovery Channel." Harry said, shaking his head.

"Its either Discovery Channel, CNN or Lifetime! Not a lot of viewing options." Peter barked bitterly.

"Heh, I got five hundred different channels." Harry gloated.

"I got five hundred channels naa naa naa." Said Peter mockingly.

* * *

Adrian snorted from atop his roost across form the Library Hotel. His helmet still had the spider-web crack from when that freak had sucker punched him. If Adrian ever saw him again, he'd…Huff. Blasted Kingpin had tied his arms in the matter.

He was to kill Fisk's rivals and nothing more. But if Spider-Man got in his way again well… A wicked smile spread on the assassin's lips.

Adrian had overheard that big oaf telling Silvermane what room and floor the meeting was going to be on. Huh! How stupid could someone be? The Vulture spread his wings and coiled his legs.

With a mighty shove-off The Vulture took to the air where his thrusters automatically became active and flew him quickly across to the Library Hotel. The supervillain leaned back and shut off his jets with a short flexing of a muscle. Quickly, The Vulture latched onto the side of the hotel, roughly where the room would be.

His powerful talons dug into the dense sides securing a hold for him. With his right hand, Vulture opened a small side compartment on his right leg. He reached in and pulled out a small circular object. Tiny spokes jutted out from the bottom edges of the object.

Vulture gently placed the object against the rough wall of the hotel. With a small pop, a strong adhesive fastened the object in place. He double tapped the center of the circle, which popped up. In big red digital numbers, 59 appeared on its surface, and began to rapidly countdown.

Vulture pushed himself from the wall a good four yards. He flapped his wings and activated his thrusters on a low setting to allow him to hover in place. Then, as the clock hit double zero's…Boom.

_Library Hotel-Room 300.003_

Silvio looked about the large ornate conference room with well-concealed disgust. All around him were his enemies sitting so confidently and smugly. Their eyes displayed what truly lay in their souls. Sadists, psychos, and the lot claiming power that was not theirs by struggle or blood right.

What power did they have? Hired Mutant freaks genetic anomalies that occurred in one out of a million children if that many. It caused the afflicted to develop a strange appearance of unnatural abilities. Recently there had been a Mutant baby boom around the world. They were worse then the q and the n put together.

Some damn hippies and liberal claimed that Mutants were the next step human evolution. Silvio didn't buy that s one bit. Mutants were a plague that should be wiped out!

People would call Silvio a hypocrite because he kept Hammerhead, a clear non-human, as an employee. The only thing not human about him was his titanium plated skull and freakish levels of pain tolerance.

Silvio "Silvermane" Manfredi sat down in a comfortable armchair positioned near the door. His bodyguards formed up around him, ready to shot anyone that got to close unexpectedly, or pulled a weapon.

"Welcome my comrades!" exclaimed Herbert Landon from the back of the large, satin covered room. Herbert Landon was a moderately handsome Caucasian male with small blue eyes and parted light brown hair. Herbert stood at six foot nothing in a blue power-suit.

Landon was a close associate (aka educated thug) of Roxxon Oil, a large petroleum corporation that was known for its, rather…less than PC business practices shall we say. Roxxon had a number of other dummy companies that they used to cover up the fact that they hand their sticky little fingers in several other illegal fields.

"We have gathered here for obvious reasons. Now is an opportune time for us to muster our forces and strike at a common enemy: The Kingpin of Crime! His forces are severely weakened from strategic strikes that Mr. Silvermane and I have been launching against him for the past four months." Herbert took an offered hors d'oeurve from a waiter holding a silver platter.

He and Silvermane? _He _and Silvermane? Bah! Only Silvermane had been attacking. Landon was to busy sleeping in his cushy little home supplied by Roxxon. Silvio felt a burning hot sensation of rage at Herbert Landon shoot through his body.

He would have to be taken care off. But not now, later. When the Kingpin topples to the ground, there will be a massive void in power that these…heathens would clamber to fill, resulting in a large-scale gang war. Silvio would stay by the wayside of course. His forces were not strong enough for such a conflict.

Silvio Manfredi would wait till the end, saving his strength, plotting, gathering, his, forces. Only then, after the dust settled, and the last few weakened survivors remained, would Silvermane strike and take it all for himself.

"With unintentional help from the mysterious Dare Devil operating in Hell's Kitchen, Kingpin has had little time to retaliate against us. An inside man has informed me that the Kingpin will be making an unexpected trip to Greece soon." Herbert coughed into his fist. "That is where my men come in. When Kingpin arrives at the airport, a specially selected ops team will strike and whip out Kingpin and his entourage.

"What I have gathered us here for now, is to divide the territory equally among after is dead." Herbert unfurled a large map of the continental United States on the large table he stood before. The entire East Coast-excluding Florida-was highlighted lime green. "Gather around if you will so that we may get this task out of the way."

"Pfft! Let me guess, you're going to take all the rich business areas and all the rest of us will be left will crappy little areas to work with." Roberto "Blackie" Draco scoffed, leaning against the right wall.

Roberto was average sized with shoulder length hair and discolored emerald eyes. He was the boss of the Black Dragon gang. The Black Dragons controlled a small portion of the genetic arms trade.

"I am a fair man Draco!" Herbert growled back. "There is enough area to be equally distributed among all of us."

"How can we take your word for that rich b-" Blackie never finished his sentence as he was engulfed by flame and brick.

Those gathered were thrown to the floor by the concussive force of the bomb. Smoke filled the room, suffocating them. Pieces of concrete shrapnel slashed and bludgeoned an unfortunate few, killing most of the bodyguards.

Hammerhead had used his body to shield Silvermane from harm, resulting in his suit being torn and gashed from the deadly pieces of concrete.

"Get off me you oaf!" Silvio shouted at his slowwitted employee.

The enhanced human rolled off his elderly charge shamefully. "S-sorry sir! W-what was that?"

"A bomb you moron!" half groaned-half shouted Sessile Monroe, a small crime lord in both power and stature.

"Heheheheheh." Came a cold nasally voice. "That blast was much stronger then I excepted. Fisk really knows his suppliers."

From the thick cloud of dust and debris stepped The Vulture, his black and green suit powder gray.

"Fisk? You work for the Kingpin then?" demanded Silvio.

"My! You really are a smart one old man!" Vulture said mockingly.

"Die you freak!" Sessile cried. He quickly reached into his pin strip suit and pulled out a small handgun. This move was, copied by the three remaining bodyguards unsure whether their employers were still alive or not.

Before nary a round could be fired, a pain screeching filled their ears. They dropped their weapons and clutched their pounding heads.

Vulture lowered his out stretched arms, chuckling evilly too himself. "Sonic disrupters. Kills your don't it?"

With lightning quick moves, Adrian had pulled his arms horizontally across his chest, forcing the feathered wings to spread. With the same speed, he slashed out with his arms, letting four deadly feather blades fly from his wings.

The projectiles tore into the remaining bodyguards, save Hammerhead. Blood poured from the deep wounds and they fell limp on the floor.

Hammerhead glared at the murderer. He charged and pulled his flat-topped head back, preparing for a bone crushing head-butt.

Adrian silently laughed at the fool who charged at him. The assassin leapt over Hammerhead seconds before he would have hit. Hammerhead stopped and stood unsteadily.

With unholy joy, Adrian lashed out with his right arm and buried one of his metal talons in Hammerhead's brain stem with a sickening squelch and spurt of crimson liquid. He ripped his blood soaked claw from Hammerheads neck and with his other hand, reached around Hammerhead's thick neck and slit it open. Finally, he delivered a powerful kick to the base of his spine, ripping at the flesh with the deadly talons on his feet.

Hammerheads lifeless body stumbled four feet from the force of the kick and went tumbling out of the gapping hole in the wall without a scream, without cry, without a sound. Hammerhead's body crashed down on the parking lot, splitting bone and devastating useless organs.

Vulture turned about and surveyed the remaining pray. All were paralyzed with fear at the sight of such a brutal display of bloodlust and power. God, this was the life!

"So, shall we get this show on the road?" Adrian Toomes spread his arms and legs, a vicious, inhuman snarl hidin behind his mask.

_Bryant Park_

The park patrons looked on in shock at what had transpired. All anyone had heard was a loud explosion. They had looked for its source with a great sense of fear. They saw a smoking hole in the side of a building. For many, memories of a day forever burned in their collective psyches came flowing back like a raging river.

There were screams as they saw a body fall from like a limp rag doll from the building. Some ran others ran to see it closer. However, one person, not quite a man, yet not a child gazed up with a sense of duty.

Peter doubled over, covering his mouth with both hands. "Gulp! I feel like I'm going to puke! Gotta go!" Peter muttered sickly before abandoning his friends.

"Peter!" MJ called as Peter disappeared in the panicking crowd.

"Don't worry about, I'm going to call my dad!" Gwen said and pulled out her cell phone and punched speed dial. "Dad! There's been an accident at Bryant Park. No, no, I'm fine but a building next to the park was blown up! You need to get down here quick! I'll stay put, don't worry." Gwen turned off her phone and bit her lip.

Harry was shaking with fear, uncertain as to what to do. The sound of the blast, the smell of smoke, all of it was almost surreal to the young Osborn. It dragged back so many memories that he thought were, dead and buried.

Harry sank to his knees. His pupils dilated, his breathing became irregular, turning to short gasps of air. "M-m-mommyyy…"

"Huh? Harry OH MY GOD!" MJ squealed. Harry had fallen over, his body quaking violently as if he was having a mild seizure. "Gwen! Call an ambulance!"

* * *

Unaware of what was transpiring among his friends, Peter swung out from between two building a sort distance away, garbed as The Amazing Spider-Man. Behind milky white screens his eyes were narrowed and focused.

He had hated running away from them like that, but Peter needed to see anyone needed help, or at the very least, find out what was going on!

With a soft thump, Spider-Man landed in the damaged hotel room. The thing that caught his attention immediately was the sight of the lanky mad man, The Vulture standing over a pile of slashed corpses.

Blood dripped off his tri-clawed in thick, gooey globs to the floor. A bald man lay huddled on the floor before the maniac, trembling in fear.

"P-please, don't h-hurt me!" Silvermane stuttered. His air of superiority evaporated along with his pride and dignity.

"Hehehehe! You really are pathetic old man! Stand up and die like a man you wuss!" Vulture pulled up his bloody gauntlets, prepared to kill the elderly man.

Spider-Man leapt at Vulture, fueled by memories of his late Uncle Ben. He snapped out his leg, hitting his enemy in the ribs and sending him flying involuntarily into the opposite wall.

The super powered teen knelt down next to Silvermane. "Sir, you need to get out of here now!"

"I-I can't walk. H-he broke my leg!" Silvio said.

The webbed hero felt the hairs on his neck stand up as a familiar tingling sensation forced its way into his head. He twisted to his side to see the bird themed villain thrusting his right claw at him.

With speed and agility far beyond those of a normal man, Spider-Man ducked under the surly fatal attack and dealt a one-two punch to Toomes' gut and quickly followed up with a powerful uppercut that caused the jet-black mask to crack further.

Adrian Toomes aka The Vulture lifted into the air and crashed back against the wall with a painful sounding crack.

"Sorry birdie your **not** going to get me that easily! Sir, I'm going to get you out of here." Spider-Man scooped up the injured old man as gently as he could. "Hold on tight!"

Spider-Man exclaimed as he ran to the opening in the wall. He jumped off into the open air, making Silvio Manfredi tighten his grip around the red and black suited heroes neck.

"Gak!" Spidey protested. "Don't worry man I got cha!" With his free hand, Spider-Man shot a web line to the other building and spread his legs wide to offer more wind resistance and thusly slow the approach. This did not help to calm Mr. Manfredi who continued to grow closer to a severe heart attack.

As the distance between the two and the building diminished, Peter Parker stuck out both his legs and landed surprisingly gently against the rough wall. Casting a downward glance, he could see a small selection of SWAT, NYPD, and Emergency Medical Personnel had gathered below and were ogling up at him.

Taking a deep breath, Peter tried something new. Relaxing the tension built in his fingertips and toes, he began to slide down the side of the building at a moderate pace.

Once at the bottom, Spider-Man rushed over to the gathered people and handed the elderly crime boss over to the EMP. "He's got a broken leg and possibly some internal injures. I'd check his heart, doesn't seem handle web slinging that well. And don't bother with people on that floor, they're all dead."

He looked around at the stupefied looking men and women. "What? You guys act like you've never seen a teen with spider powers!" Peter said with a painfully obvious amount of sarcasm.

Unexpectedly, George Stacy stepped out and confronted the disguised Peter. "Hold up son! What's going on here?" He demanded in his trademark gruff and gravelly voice.

"Mr. Stacy!" the fifteen year-old slipped.

"What? How the hell did you know my last name?"

"Um…The internet?" He offered weakly.

"Right. Kid, I want answers now! He doesn't look to hot to start talkin' but you do!"

"GGGGGGGGRRRRRRRRAAAAAAAAAHHHHHHHH!!

The terrifying war cry of The Vulture cut the air like a knife as he came to from being knocked unconscious by the web-covered hero.

"Uh…that would be my cue get out of here!" Spider-Man turned around and broke into a short sprint before swing upward and onward into the air.

One of the cops raised his gun and cried, "Come back here!"

George forced the overzealous police officer's gun down. "Don't shoot him! He's not the bad guy here! Look!" Sergeant Stacy pointed up to a truly bizarre sight. A man had actually flown out of the gaping hole in the hotel and was chasing the costumed teenager away from the police.

"SWAT team, pursue those but DO NOT fire upon them! I repeat, DO NOT fire upon them! You two medics, follow along in case bystanders get injured. All the rest of you, into the building with me! Move it people!" George Stacy order, tumbling over in his mind a little piece of interest.

* * *

Spider-Man's world seemed to flow in slow motion. The prickling pain in his neck and head grew steadily worse as The Vulture continued to grow closer and closer. He huffed and puffed as he moved his arms as fast as they could go, shooting out web line after web line.

"You little shit!" Screamed Adrian. "You really fucked my job! Do you have any idea how hard it will be to get to the old man now that the cops are with him?"

"I have a vague idea, huh…what was your name again? Crazy Bird? Giant Loon? Multi-Colored Moron?" Spider-Man landed on a rooftop, ready to engage the murderer in combat.

"ARRAGH! I am The Vulture! Die you little bastard!" The Vulture swooped down at a sharp angle from above our fair hero.

He struck out with deadly talons capable of flaying flesh from bone with little effort. Spider-Man back flipped away from striking range easily. "To slow bird brain!" He insulted.

Vulture settled on the flat rooftop, every single muscle urging him to jump and kill his enemy. "Do you think you're funny you little snot bag? Huh? Do ya?"

"Funny enough for your intellect!" Spider-Man exclaimed. The truth was, he either made bad jokes and puns, or just wet his little tights when fighting.

Peter jump kicked at The Vulture, excepting to hear the crack of his faceplate as it shattered from the force of the blow, and the heavy thump of his body slamming against the buildings roof.

What he hadn't expected was for the far more experienced fighter to side step to the right and grab the back his leg and use his own momentum against him to throw him away. In

Spidey's flight, his shoulder clipped the rooftop exit/entrance, sending waves of tear jerking pain through his body.

He skipped across the roof, sending more pain coursing through his young form before he slammed to a stop against the raised edge of the building. A rather disturbing cracking sound came from Spider-Man's other shoulder.

Spider-Man rolled onto his side, moaning and groaning and trying his hardest not to break out a series of choice swear words that would make a sailor blush. The worst part was that he was in too much pain to notice his spider-sense blaring on high as Adrian angrily stalked over to his huddled form.

The fifteen year old was yanked up into the air by the back of his neck. The Vulture's blood caked talons gripped him in a chokehold, cutting off airflow and blood to his brain. The young superhero struggled vainly in The Vultures vice-like grasp.

"Still alive? I'll fix that." Vulture slammed Spider-Man against the side of the rooftop access repeatedly with bone jarring force. Peter began to taste a sickly, metallic fluid building up in his mouth.

_Blood._ He realized to his absolute horror. _My blood. Oh my God, I could die. No. No._ "NO!" Spider-Man cried and lashed out with a furious left jab at Adrian's protected face. The chances that the blow would actually connect were slim at best given Adrian's greater arm length Peter would have no chance of hitting him. However, Adrian had pulled his arm back to slam Peter back into the wall again. Still, the blow would not have hit if not for the elongated helmet.

There was a sudden cracking noise, followed by the sound of breaking glass. The Vulture's jet-black facemask exploded into a million little fragments. The Vulture reeled backward back, unintentionally letting go of Spider-Man. Fragments of his mask were imbedded in his face. Blood poured from his cheeks and forehead on a steady stream of crimson.

Spider-Man got his first look at the man behind the mask. His face was narrow and thin, almost skeleton like. His eyes were small and beaded. His nose, unsurprisingly, was like a deformed bird beak.

"You little..! That hurt!" Screamed Vulture.

_KA-CRACK! _

The wooden door suddenly broke out as the SWAT team flooded out. They raised their assault rifles at the two combatants.

"Freeze both of you!" Order one of the Special Weapons And Tactics team, member.

"Ah come on! I'm the good guy! He's the homicidal killer! How have you not noticed this?" Spider-Man asked frustrated.

"I have no patience for this!" The Vulture cried before bounding over the side of the building much to the shock of the gathered. Then, there was a blur shooting up into the air. The Vulture flew away.

"Look, you can either arrest me, or let me go and catch that psycho! He didn't just kill those guys in the hotel, but a whole lot of people last Friday, remember? So if he gets away, anymore deaths are on your heads!" Spider-Man warned. The SWAT Team lowered their weapons, letting the teen hero go.

Under his mask, Spider-Man smiled. He turned around and jumped as far as he could off the roof. The incredible jump landed him clear on the side of the street and almost side-by-side with the escaping maniac.

"You're not getting away this time!" Spider-Man latched the end of a web line onto Vulture ankle, which became tight as he continued to fly away. Every once of Spider-Man's strength went into keeping hold of the web line. His sticking ability kept his feet on the ground, giving him more of an advantage in this game of tug and war.

The bird suited man jerked to a sudden stop. "What the hell? Again with this? Fine I'll jus-WAH!" Adrian was pulled from the air, with great force by Peter. Mere moments before he would have hit Spider-Man, the costumed youth jumped up and kicked down with both legs as his enemy passed under him.

Like two similarly charged magnets, the two shot apart. The Vulture smashed into the rooftop, while Spider-Man was forced into the air by his own attack.

Spider-Man fired down a single strand of web next to Vultures head and pulled up on the elastic web silk, causing him to rapidly descend toward his target with his arm pulled back for a bone breaking punch.

This was not to be however, as The Vulture rolled to the left, making the meddling brats fist hit the hard rough roof. A small crater formed around Peter's fist, making him swear in pain.

The Vulture had rolled over on his chest and pushed himself onto all fours after dodging what most likely, have been the finishing blow. The Vulture struck Peter in the face with a weak backhand, which still had enough force to make him reel in pain and shock.

The insane assassin shifted his weight to the right side of his lanky body and pushed away, sending himself into a rapid spin over his pained enemy. When he landed on all fours again, he sprung up like a striking cobra and delivered a painful kick to Spider-Man's gut. Spider-Man was lifted up by six inches by the powerful blow before dropping back down, like, a stone.

Quickly, Adrian grabbed Spider-Man by his arm and jerked him up. Still holding his arm, The Vulture grabbed him by his triceps and twisted his hip into Spider-Mans chest. Using this as leverage, The Vulture lifted Spider-Man onto his back and threw him off the building.

The red and black, garbed hero slam against the other building, knocking the air out of his lungs. With a mist of pain shrouding his mind, he was unaware that he had fallen from the wall and rapidly approaching the ground. An impact, he would most likely, not survive in his current state.

His spider-sense snapped him back to reality with a sensation akin to being stabbed in the brain stem by a dull, rusted butter knife. He put every bit of his reflexes into one move. Spider-Man grabbed onto the bottom ladder of a fire escape and held on as hard as he could.

Gravity kept pulling Spider-Man downward, even though he had effectively stopped his descent, the speed he was falling, and his own body worked against him as his shoulder was pulled out if its socket with a sickening pop, and the ladder gave way, ripping itself free of the corroded blots that held it on to the fire escape.

Spider-Man hit the ground hard on his dislocated shoulder, seconds before the heavy ladder impacted his legs. He pushed the ladder of weakly and with some difficulty, stood up, clutching his arm.

He looked up at the Vulture who stood at the edge of the building, looking down at the injured hero. Blood dripped down from his cut face, twisted in anger. "What do I have to do to kill you? I'm going to rip out your intestines and strewn them out over the city!"

Spider-Man broke into a run down the ally, shouting behind him, "Didn't you use that line already? Get some new material jerk wad!" Spider-Man ducked down one of the branching paths between buildings. Ten feet down it he stopped and turned around.

"Please God, let this work because I don't have the strength left to fight!"

* * *

Adrian jumped from the roof, using his back mounted jets to slow his decent. The alleyway was far too narrow to fly. Vulture landed running after his target, blood pumping to his legs, and arms.

Titanium talons clicked and clacked furiously on the moist concrete path, echoing through the tall, odd smelling ally. He shot down the path he had seen Spider-Man take. His eyes narrowed. There stood the pest that had plagued him, some seventy-odd feet away slumped on the ground.

"You're mine kid!" The Vulture screamed. The Vulture jumped with his arms out stretched. His jets came to life and pushed him forward for a powered leap, which would carry him all the way to the other side of the ally.

His vision, colored red, he did not see thin strands of silver reflected in the dim light. He did not see the large, tangled mass spread before him. He did however feel himself hit it. The thick but almost invisible mass of webbing flexed outward as Adrian Toomes slammed against. Some of the anchoring threads connected to the walls snapped away, but not enough to endanger the integrity of the whole.

Adrian screamed and cursed when the web snapped back with him still snared in its sticky strands. He twisted and struggled within the organic net, ripping it further from the walls and ground, and continued to entangle himself more and more. Finally, the web snapped from its holding places on the walls and, with Adrian trapped quite secularly in it.

The Vulture was not in comfortable position. In his struggling, he had got his right arm stuck behind his head, his left arm poking the side of his right eye after wrapping around his head and over lapping his right arm. Both of his wings were thoroughly torn and damaged by his own doings. His left leg was forced straight out in front of him while his right leg was pulled back.

The position of his arms were making it exceptionally difficult too breathe as they were pushing his head down into his chest, similar to but not to the intensity of how crucifixion caused severe difficulty in breathing, leading to eventual lung collapse.

Spider-Man stood up on shaky legs and shuffled over to the fallen villain. "Finally! You were a lot more annoying to beet than the average punk with a gun! And now, I am going to put my arm back in its socket while I am still on the tail end, of my adrenalin high." Spider-Man grabbed his right arm, which hung like cooked spaghetti noodles. With a deep breath, he shoved his arm upward and inward with a popping sound.

He stood there for a few seconds stalk still. Then…

* * *

"GGGGGAAAAAAAAAHHHHHHHHHHHHHHHHH!!"

"What the Hell was that!?" J. Johan Jameson shouted from his office in the Daily Bugle building. The cigar that was firmly clamped in-between his jaws (To Hell with no smoking signs!) had nearly fallen out of his mouth from the sudden, shocking shout.

Robby Robison, the assistant chief editor of the quote nationally recognized newspaper unquote, shrugged. "A dying bird?" He suggested in jest.

"Hahaha, very funny Roberts. Reminds me, we haven't gotten any decent pictures of that Spider-Freak have we?"

"No one has Jonah." Robbie said scratching his nose. "Just to hard to get a good picture of him, unlike the other Heroes."

"Heroes? Bah! Menaces, all of 'em! The Avengers, Fantastic Four, the X-Men, all menaces to society! You want a real hero, look at my son, the astronaut! He's a real American hero, not like that Spider-Freak! And by God, I want pictures of him! Expose the truth about him! I got it! We put up a reward form photographs of. Good ones, not crappy little cell phone pictures! Always blurry and half-assed looking pieces of crap!"

"Still haven't figured out your camera phone?"

"Shut up!"

* * *

George Stacy shook his head as more body bags past him. Each and everyone, of the people in that room had been gutted and butchered. The guy that did this was almost as bad as Cletus Cassidy. Almost.

"Hey! What's that up there?"

George looked at the man who had shouted and saw him pointing up at the sky. He looked and saw that kid from before, swinging on what seemed to be thin, silvery rope. Trailing from behind him, tied up in a nice little bundle was what George guessed to be the same man that had flown out of the room earlier.

He swung in low and the police and now gathered media parted for fear of being hit by this mysterious superhero. At the bottom of his swing arc, which was roughly four feet from the ground he dropped his package, which hit the ground hard, before he began to ascend away.

The red and black clothed man let go of the rope and flew through the air for but a few short seconds before another rope actually shot from his hand and continued away.

* * *

Spider-Man landed on a rooftop some distance away from where he had dropped The Vulture. Pidgins had flown away in panic when he landed and then collapsed with a thud. His entire body was screaming with pain and agony. Spider-Man found himself barely able to draw a breath.

He could feel warmth grow around the side of his head. Ever so slowly, he sat up, feeling pain charge in his nerves once more. Ever so carefully, the mask hero pulled his head covering away. When the fabric touched his bottom lip, he winced in minor pain, and when it slid all the way past where the warm spot had originated, a sharp pain racked his mind, nearly making his pass out.

With the mask finally off, Spider-Man, no, Peter touched the side if his head. He moaned quietly and pulled away his hand. Peter's gloved fingers were slick with blood. Crap. He'd really been messed up.

He was probably bleeding elsewhere as well. How could be explain this away to Aunt May? Peter would have to tell her. Peter had always intended to from the start but he…he couldn't think of a way to explain it all.

Oh God, his friends! It might be easier to tell them! Especially Gwen, Peter could tell her anything and she could keep it a secret. That was one of the things he found attractive about her; she was cute and sexy, yet level headed and loyal. A quality that is very hard to come by in this day and age.

Ah, Peter felt like he was about to puke, made worse by the fact that he would have to tell Aunt May everything.

Suddenly, there was a heavy thump, like someone jumping onto the rooftop, from behind Peter. He scrambled to put his mask back on not noticing his spider-sense was silent.

"What happened to you?" Came a deep, grating male voice. The speaker walked around to Peter's front and Peter tried to get up and get away, but half way up, he collapsed…right into the mans arms.

"Fuck, You're going to bleed to death. Wound's, all over you, bleeding badly at some places. I know someone that can patch you up pretty well. Might save your life. And after that, me and you are going to have a long talk." The man slung Peter's arm over his neck and picked him up.

"Who…who are you?" Peter queried weakly.

"Call me Dare Devil."

"V-viva la Dues ex Machina." Peter groaned, fighting his hardest not black out.

* * *

Whew! Almost eighteen pages! Though not nearly the largest I've ever written, I was rather challenged with this chapter, trying to make everything go right and have a big, climatic battle between The Vulture and Spider-Man.

Please give me feed back and checkout the stories that I plugged ever so blatantly!

_Whoa, whoa, whoa! _You _plugged? Please I was the one doing all the talking in this !?&-poor excuse for literature!_

Oh, high Deadpool.

_Don't high me! My dialogue sucked! Come on, "Little lady?" really? God you suck! I want my (!- cookie and discount card for the Nasty Kitty!_

All right here's your precious cookie!

_Yippy! _Crunch,_ Mow where's ma paas to the _Crunch_, 'Asty 'Itty?_

All right, I'll still need to do a few more things befor-

_WHAT!? Oh come the & on man! Do you realize how crappy my life has gotten over at Marvel man? I got my kicked by freakin' Hulkling and Wichan-_

Both of whom you noted as looking and I quote, "more nubile".

_had my best friend blown up saving my worthless , which I am really hoping they decide to pull a Superman and bring him back to life. And to top it all off, you keep (#& censoring me! _

All right, how about this, two cookies and the pass to the Nasty Kitty once this is all said and done.

_Chocolate chip?_

Chocolate chip.

_All right. See ya, I got a job to decapitate a guy's topiary over in California. I think I might castrate Tom Cruise while I'm there/ Don't need him breeding again._.

In full agreement from this guy. Hey, shoot him in the kneecaps, and you get three cookies.

_Done._

Well, on with the teaser for the next chapter, Wings of Death Part Five: Cleaning Out the Cage.


	10. Wings of Death Part Five: Cleaning Out

**Wings of Death: Cleaning Out the Cage**

Peter blinked away the vast number of spots hovering before his sore eyes. "Ugh…I feel like I'm in a Jack Kirby comic with these dots…" Peter moaned weakly, trying his hardest to make a joke.

His beaten and battered body lay on an examination table. Peter's costume had been removed and replaced with a flimsy paper gown. All of his cuts and scarps had been bandaged and wrapped tightly, after being carefully cleaned with alcohol and antiseptic. An I.V. drip was hooked up to his arm, steadily feeding some unknown chemical into his bloodstream.

"Don't mock Jack Kirby kid, they called him the "King" for a reason." Said a woman standing with her back to Peter. Her hair was a light black, pulled into a ponytail. She stood roughly at five nine or five eight. She wore a, simple nurses uniform with a long shirt. Over her shoulders was draped a short, blue cape.

She refused to give her name and only told him that she was called Night Nurse. Night Nurse was a woman of young age, though much older than Peter, most likely in her mid-twenties.

"Whatever. By the way, why do you call yourself 'Night Nurse'?" Peter asked, trying and failing to prop himself up on his elbows.

"If D.D. and them get to dress up in pretty colors and talk with fancy codenames, by God I'm going to too!" She said rather dryly.

"D.D.? Oh, Dare Devil, right. Wait a sec, what do you mean "them"?" Peter questioned wincing as a nerve ending went off in his neck, sending messages of pain to his cerebral cortex.

"Doctor/Patient confidentiality, kid." Night Nurse said.

"Hello, May Parker?" Peter slowly turned his head to The Dare Devil who was hidden in the other room just next to the medical office. "Yes, this is Darrel Devine, yes that is my real name. No ma'am, this is actually about your nephew Peter. Earlier today Peter was, struck by a car. Mrs. Parker- Mrs. Parker please, calm down! He is fine. I heard the accident and found him and had my driver take us to my personal clinic. Your nephew was banged up but otherwise fine. Yes ma'am that is all right. You can come pick him up, we're at…"

The injured hero looked away from his hidden rescuer. He had to admit, he that was fairly humorous coming up with "Darrel Devine". Geez, what if that was the guy's real name? Peter pushed the thought aside. He had not seen Dare Devil's face outside of a red horned mask that covered most of it and red lenses stitched into the eyes.

Yet, Peter had gone and blabbed his real name AND home phone number to the guy! Chances are it was due to blood loss clouding his judgment. But he had probably saved his life.

Peter's costume was folded up neatly on the counter next to various medical supplies. His, street clothes and backpack where next to it. He had told Dare Devil where to find his clothes after convincing him not to tell his aunt.

"So kid," Peter looked over to the much older man who now sat in a swiveling chair to his left. He was dressed in a full-body, bloody red suit.

His gloves were, bound by several straps and small buckles. Each knuckle had a small, pointed spike protruding from it just large enough to make some rather nasty cuts with each blow.

Dare Devil's boots looked fairly lightweight with thin soles on the bottom. A column of small spikes like those found on his gloves ran up and down his shins.

Strapped to his hip was a dark red baton with a bronze cape.

"What the Unholy Hell did you think you were doing?" He demanded, every muscle in his body tensing with each word and his face twisted into a furious snarl.

"Stopping a psycho in a bird suit?" Peter responded dully.

Dare Devil looked the youth over with an obvious air of disdain and disgust. "Looked to me like you got your prepubescent ass handed to you!"

"Hey! I'm fifteen!" Peter counter red faced.

"Even worse! At least little kids have enough sense not to jump into something over there heads! Why were you doing this, try to impress a girl so that you could get laid or something?" Dare Devil leaned back in his chair, clearly expecting a retort from the younger costumed adventurer.

"Shut up!" Peter screamed. "You have no fucking idea why I'm doing this! Don't you dare judge me you asshole! You have no clue who I am!" Peter panted heavily, feeling his throat become tender from the yelling.

"Oh, I know who you are! You are an immature little baby who has no excuse for being in a costume and you should get you butt home before you get yourself or more importantly, me killed!" By this time, Dare Devil had stood up out of his chair and was thrusting his finger accusingly at Peter.

Peter, his common sense over ridden by rage and teenage angst, leaped out of the uncomfortable pseudo-bed, ripped the I.V. from his arm and stood with shaking legs before a true to life urban legend.

He lashed out with a right hook, the pain in the whole of his right side at the very back of his mind. Like lightening, the masked man had brushed the blow away with his left hand, knocking his young opponents limb away and exposing his whole body. Dare Devil followed up with a jab straight to Peter's face, but stopped short of actually hitting him.

Peter's fogged mind cleared at the realization that he was just three millimeters from getting free, cheap and affordable plastic surgery done to his face.

"Matt!" Night Nurse exclaimed.

"Betty!" Shouted back Dare Devil.

"Matt? Matt Murdock?" Peter said taken back. "The lawyer? The _blind_ lawyer?"

Dare Devil, or more accurately, Matt Murdock buried his head in his hands. "Just bloody beautiful! Now a little brat knows my secret identity!"

"I am not a brat and I am not a baby!" Peter barked back. And then added under his breath in a way that it could not be understood, "And I can't believe I got saved by a blind guy."

"I heard that!" Dare Devil shot at him, much to Peters surprise. "Enhanced senses kid."

"Spider powers are better." Peter said.

"Ooh, wow! So you got lucky with an X-gene so you think you should go out and fight crime? Yeah real smart."

"Hey! I am not a mutant! I just got these powers about a month ago!" Peter spat back, not intending it to sound like a hateful statement.

Matt sneered and said, "How'd you get your power's then, get bit by a radioactive arachnologist?" Peter gave him a confused look. "One who studies spiders."

"Actually no! I got them through what I'm guessing was a combination food poisoning and bite from a freaky spider." Peter responded.

He could have sworn he saw Dare Devil raise an eyebrow. Then he swore that it seemed like he was giving out a little bit too much information. "Um…maybe I should get dressed?" Peter offered.

"Whatever. Listen kid, I did you a favor by not telling your Aunt that you like dress up in tights and dance around the city-"

"Like you?"

"Touché, but you are NOT to dress up like a, what the hell are you supposed to be?"

"A spider."

"Like a spider again and try to be a super hero and get killed. I won't be there to pull your ass out of the fire next time. I did you that favor because you did take down a psychopath, and in turn, possibly pissed off someone I don't like." The red-garbed vigilante backed away to the clinics door, which led to a dark but surprisingly clean alley. As he reached for the door-knob, Matt stopped and turned back to face the young super-powered teenager. "So thanks." With that, the Dare Devil of Hell's Kitchen left the small doctor's office.

His strength finally giving out on him, Peter fell back on the uncomfortable bed. A wave of nausea hit Peter like a steamroller. The world began to spin rapidly around his head, his stomach gurgled and bile rose up in his throat.

"Easy kid, don't strain yourself." Night Nurse warned. "You did lose a good amount of blood." The raven-haired nurse tied the leaking I.V. tube off and threw the needle in a biohazard container.

Peter gave a quick, shallow nod and a grunt. He watched as the medical physician stuffed his costume in his backpack, making sure it was flat against the bottom. Peter worried she was going to tear out the bottom of the bag with as much force she was pushing down with!

Peter's mind strayed from the present and back just a few minutes prior to his "conversation" with Dare Devil. He had mocked him. Belittled him. He didn't know a damn thing about Peter. The young man clenched his fists. Muscles that could crush bone like paper tightened along his strong arms.

Rage boiled in Peter's heart. Dare Devil hadn't simply made fun of Peter he had mocked Uncle Ben! If Peter ever saw him again…

"Alright ki-WOW!" Night Nurse cried, dropping Peter's bag on the floor.

"What? What's the matter?" Peter asked fearfully.

The doctor looked befuddled and disturbed. She licked her lips like she was trying to speak but lost all moisture in her mouth. "Uh…yeah, yeah! Fine!" Night Nurse stuttered before retrieving a penlight from her coat pocket. She walked over to the youth and shined the bright light into his eyes, much to Peter's silent, but very obvious protest.

She stood up, slid the light into her coat pocket, shaking her head. "Must've been my imagination." She muttered, snatching Peter's bag up off the floor. The medical doctor handed it to the spider-powered teen.

Not too much later, Peter's aunt arrived very distraught over finding her nephew in such a state of being bandaged and bruised and berating him for his carelessness and how lucky he was to be alive before driving Peter home and shouting at him even more.

While I wish that we could stay and further observe the happenings of the Parkers in more depth, we must journey to other parts of interest. Farther away where a large man, both in the great shadow he casts and size of his body resides.

* * *

High in the gleaming silvery towers of the city, Wilson Fisk sat most discontent in his office, a lavish place filled with original Rembrandts hung upon the walls, statues depicting Greek Gods and Goddess placed in the corners and by the left and right side of his large, kidney bean shaped desk which was made of a unique blend of gold, silver, platinum and oak. 

The bear of a man tapped his black cane rhythmically on the marble floor, pondering his next move in the game. His pawn had been captured, that was most certainly obvious, as it had been playing over and over on the news that a man in a bird-like suit had been captured by the Spider-Man after killing several dozen people in the Library Hotel.

Fisk was happy with the killing's that was the truth, but the fact that Adrian had been captured, even more by a costumed vigilante, angered him. It was smart to anger the Kingpin of Crime. This 'Spider-Man' would have to be taught that.

The one thing that angered Wilson Fisk even more was when he was betrayed. Betrayal within his organization was not acceptable, no not at all. It was punished very severely, often times by Wilson himself. This was one of those times he would deal with it personally. He had always suspected that this day would come.

The Kingpin rose from his chair and left his office with a neutral expression that betrayed no emotion or intention other than locomotion of his massive frame. He traveled down three floors by elevator and went down two different hallways before stopping at a door labeled 207.

The Kingpin swiped a keycard through the electronic lock of the door, which beeped twice, and opened the door quite calmly. He entered a comfortable room that resembled a smaller in scale and price version of his office, lacking the desk, marble floors and Rembrandt paintings.

Before a large, plasma screen television set was a satin love seat a nightstand of hickory was placed next to it with a fern on top that looked to be in need of water. Twin doorways were to the left and right of this small sitting room, the left leading to a large work place and the right to the bedroom and restrooms. The current resident was in no need of a kitchen, for all he would have to do was but pick a phone and order whatever dish he desired and it would be brought to his room, free of charge. That was one of the perks of being high up in the organization; all your needs were taken care of as long as you pulled your weight, and more importantly, never angered Mister Fisk.

"Mr. Fisk, I was not expecting to see you sir." Alistair Smythe spoke, wheeling himself in from the workroom.

A large grin spread across his massive face, flesh and fat wrinkling and folding back along his cheeks. "I thought so Smythe." Wilson chuckled. With heavy, ominous _thuds_ and _clacks_, the white color criminal overlord hovered about his wheelchair bound assistant. "It has recently come to my attention that many of my operations have been compromised from _within _the organization. Interesting, no?"

Alistair followed his employer with a weary gave. "Yes, it is intriguing. Do you…suspect a traitor in our midst?"

The massive man looked down upon Smythe, smiling wider as he saw tiny beads of sweat trickle down his neck. "Why, yes Alistair!" The Kingpin stopped in front of the crippled criminal. Then, in a much heavier, darker tone, said: "I do."

With that, Alistair Smythe threw up his right arm, a small taser that he had hidden in his long sleeve, in his hand. The twin metal probes crackled with power, enough electrical current to bring down a man Fisk's size with ease. One quick press of a button and the twin metal prongs would leap out of the black and gold box, attached to copper wires and embed themselves in Fisk's chest, electrocuting him, and immobilizing him long enough for Smythe to get the gun stashed behind his wheelchair.

But what Smythe had not expected was for a man of Wilson Fisk's size to move with such honed precision, grace, and above all else, raw power. The Kingpin of Crime lunged forward grabbed his former assistants arm and then jerking Smythe's arm to the left. His bear like hand covered much of Smythe's thin forearm. Squeezing tightly, Fisk applied tremendous force down atop tibia, and on his elbow. With a sickening _snap_, he broke Alistair's arm down, shattering his forearm and elbow.

A banshee's cry was nothing compared to Smythe's hair curling scream of pain. Bits of bone stuck through his flesh, pouring blood down his wrecked, limp, and useless limb. His cry was silenced as his throat was caught in a crushing vice. Alistair was lifted from his chair, which rolled back away from him, bumping against a small table holding a vase full of flowers. One destroyed arm hung useless by his side in almost perfect mimicry of his withered legs. His one good arm scratched pitifully against his captures meaty arm.

"I could crush your throat with such ease right now Smythe!" Kingpin growled, tightening his death grip on Smythe's throat. "But no, a quick death is to good for a traitor scum like you." Alistair barely felt The Kingpin jab the tip of his cane into his belly, nor did he feel the tiny prick that broke his skin.

With a frighteningly swift move, Fisk hurled Alistair into the large Plasma screen television. The thin television shattered from the impact, embedding shards of polyurethane in the cripples back, whom fell with quite the noise to the floor, the Plasma screen accompanying him.

Calmly, Wilson walked over to the downed man, looking down at him with a disgusted face. "I just injected you with a lethal toxin. In just a matter of seconds you should start to feel a burning sensation course all throughout your body. Ah, yes, I can tell by that delicious expression that you are experiencing it now. That burning sensation is the toxin corrupting your red blood cells, changing them into a highly potent acid-like substance. With each beat of your heart, your blood, now a poison, circulates through your heart, lungs, brain, everywhere, rapidly destroying them. Soon, you will be dead, but not before experiencing more pain, then your brain can comprehend. Goodbye Alistair. It was to bad that you just had to follow in your fathers foot steps."

Alistair watched through red hued vision his killer walking away. He barely heard what he had said, our even noticed that he was even there, too enveloped in the mind shattering pain. Soon however, his brain had shut down, too damaged by his own toxic blood to keep functioning. Just as The Kingpin had said, his heart, lungs, brain and all other organs had been ripped and gnawed at by the poison, reducing them to shriveled, decayed mush within his body.

* * *

Oz. Corp. HQ 

Seconds ticked by, time passed all about him, but he did not notice. Or maybe, he did care. Norman was far too caught in his own thoughts to be aware of a nuclear bomb detonating in the same room as he. It had been on the news. A mass slaughter with only one survivor who's identity was undisclosed. The murderer was a man in a bird-like suit. Norman Osborn's suit too be, exact.

This "Spider-Man" character was the one credited with his capture. Norman did not like this at all. No not at all. The quality of a product is directly represents the quality of the manufacturer. If something breaks, gives out or fails to perform as expected, the finger of accusation is immediately drawn to the manufacturer. If you bought a new car and upon driving it out of the sales lot, it burst into flames, whom would you blame? The people who made the faulty vehicle of course! If you purchased a power suit designed to make the wearer an unstoppable killing machine and he was beaten, whom would you blame?

Norman clicked a pen in his hand, subconsciously in time with the tick and tock of the wall clock. His cold emerald eyes bore through the empty space before him, filled with bitterness and fury.

The Kingpin was already on the edge. It was Norman's product that had failed to live up to expectations. It would be Norman's head on the line. If he didn't come back with something that would truly make up for the VP-001's failure, he would be dead by the end of the month. Maybe that formula would…

_Crackle_! The abhorrent hissing crackle of the P.A. system disturbed, Norman's train of thought. Angrily, he smashed the button down on the rectangular box. "What is it? I'm busy!" "Mr. Osborn? You have a call from New York General Hospital. It's about your son."

* * *

Parker Home 

Peter lay on his bed, staring up at the ceiling. The pain had for the most part dissipated. That didn't mean he felt fine, though. If Peter moved the wrong way, a jolt of pain would shoot up one side of his body and down the other.

Peter was no longer in his hospital gown but back in his normal street clothes, which he had changed into before Aunt May arrived. If Peter ever figured out why in the world he needed to wear that stupid little gown every time he went to the hospital, he would be a happy man.

His door opened with a creak that nowadays, never bothered him. May Reilly Parker step in with an orange plastic tray in both hands, a bowel of steaming soup placed in the middle of the, tray.

"Here you go Peter," said Aunt May with a smile, "a nice hot bowl of chicken noodle soup. It will help you heal faster!" Peter smiled, sat up and said thanks as his widowed Aunt dropped two metal props from the bottom of the orange tray and sat it down over his legs.

As she walked out of his room, Aunt May turned back and said, "And when you are all fixed up, I'm going to smack you upside your head for running into traffic!"

Peter sighed heavily. "Yeah, traffic. Let's go with that!" Peter picked up his spoon and looked at the soup, which constituted nothing more that a bowel full of hot, yellow fluid with steam rising off its oily surface. Tiny bits of chicken floated on the surface, wrapped by pitifully thin noodles. "Here's to bargain bin chicken noodle soup!" Peter slurped a spoonful of the soup and grunted with dissatisfaction. It tasted just about as good as it looked.

After Peter had consumed the soup, he dared to venture from bed to take the bowl and tray down to the kitchen. With uncertain legs, Peter slowly stood up from his well-used bed, wincing as his ankle gave a small twinge of unpleasantness. His breath quavered with each small step, each one a, mile long stride for stressed and damaged muscles.

Finally, after much effort and pain on the youth's part, Peter had finally made it down the stairs into the kitchen. He put the bowl into the sink, letting a small amount of water pour into it from the faucet to rinse it out, and put the tray on the counter with its legs folded back under it.

As Peter began to move back up the stairs, he caught a grim face Aunt May, speaking on the telephone. Concern made his injured body stop and listen to the call. "I see. Okay, that's New York General right? Okay, thank you Gwen dear." Aunt May hung up the phone and looked at her nephew with loving concern. "Peter, that was Gwen. Harry's in the hospital."

* * *

NY General 

Peter Parker, Mary Jane Watson, and Gwen Stacy sat around their friend with grief stricken faces. A heavy aura of sorrow and misery blended with the primordial scent of death that hovered in the room, creating a new sensation that ripped the heart. Machines beeped and hummed to the tune of Harry Osborn's weak heartbeat.

"When…when did it happen?" Peter finally spoke through a dry throat.

"After you left." Mary Jane replied without raising her head. "Doctors said it was a severe seizure. They're not sure what brought it on."

Peter tightened his fists. His muscles protested by screaming at his brain. Peter ignored them. If only he had been there for Harry, maybe he wouldn't be in that bed, hooked up to all those machines.

And if Peter was there, everyone, in that room would have been, killed by that psychopath. Would he have even stopped with those people? Would he have gone out into the streets and started picking people off? The Vulture had been crazy enough! What he had done the first time they fought, good god! It hadn't hit Peter right then that what he was looking at was a dead body. After he got home, he had vomited.

"Out of my way, damn it!"

All three friends looked out the large window to see a red haired man in a black business suit storm his way past interns and doctors, a furious scowl plastered on his sharp face. "Out of my way! I want to see my son!" He shouted again. The doctors begged the irate man to calm down, but he pushed past them and burst into the room.

With heavy, purposeful steps, he moved to the end of Harry's bed and cast down at him with eyes that gave a definite sense of emotion, but complete uncertainty as to what the emotion was. His emerald eyes then shifted focus to the three teenagers at both sides of Harry's bed. On the left hand side were Mary Jane and Gwen, on the right was Peter.

"Who, parietal, are you three?" He demanded harshly.

"We um, are Harry's friends." MJ said. "Are you Harry's dad?"

"Yes. I am Norman Osborn." Norman said with a thinly veiled sense of pride.

"Oh, well I'm Mary Jane, MJ for short, this is Gwen, and that's Peter." She said nervously.

Norman cast stony eyes at the group, nitpicking and condemning them for any flaw they had or tried to hide. Norman looked at Peter strangely, intrigued by his bandaged state. Gauze was wrapped around his forehead, musing already unruly follicles. Bandages were wrapped around his right palm and a number of small stitches dotted his cheeks and forearms. His pants and shirt most likely disguised numerous other injuries.

"Whatever happened to you, Mr.-"

"Peter, Peter Parker."

"Yes, Mr. Parker. What happened to you?" Norman asked, a strange glint in his eye.

Peter shifted uncomfortably in the small chair he sat in. Something about Harry's father just didn't sit right in his gut. "I was um…hit by a car. Nothing bad, it was going kinda slow."

"And you were with them when my son had his seizure?"

"No, Peter ran off to puke after a bomb exploded." Gwen said, answering for her boyfriend.

"A bomb? You mean the one in the Library Hotel?" Norman asked.

"I guess that's what the building was, yeah." Gwen said with a shrug.

Norman looked back at Peter, who shied away from the businessman's stony, emerald orbs.

"Yes, quite. I must be going. I trust you will not pull the plug on my son?" Norman said, voice dripping with venom.

"Hey!" Gwen shot up, snarling and glaring like a mother lion protecting her cubs. "We're Harry's friends you ass wipe! We would never do anything to hurt Harry, unlike you ass wipe!"

"What do you just say to me, little girl?" A hiss that could curdle milk and send animals running passed the industrialist's lips.

Gwen locked eyes with Norman, defiance coursing through her veins like red-hot lava. "I called you an ass wipe. From the way Harry speaks of you, that should be a complement!"

Murder screamed in Norman Osborn's eyes, like green fire licking out hungrily for food. His chest swelled like he was prepared for a cutting insult and numerous threats. Then, Norman shut his eyes and exhaled slowly. Norman looked over the gathered three and bid them farewell, leaving without another word, and leaving behind a very prominate sense of malice.

* * *

Osborn Mansion 

The clacking of keys echoed in Norman Osborn's home office. Norman sat before the computer on his desk, typing furiously. On the monitor, illegally extracted personal and medical files dotted it, each being overlapped by a new screen that popped up whenever the Osborn eldest clicked or input the right code. The heading for each of the files, all though different in certain ways, always had two words constant. Peter Parker.

From what Norman had seen, Peter was an extraordinary young man. Top marks in nearly all of his classes, top praise from teachers and school staff alike. They were considering bumping him up to Senior this coming school year.

Peter resided with his widowed aunt, May Reilly Parker. Parents dead from a plane crash a little over decade ago, when Peter was maybe one or two of age. His uncle, Benjamin Carter Parker had been shot and killed by a burglar sometime ago.

Then, something in his school record caught Norman's attention. He had been in fight against one Eugene Thompson. He had given Mr. Thompson, the star quarterback of Midtown High, a concussion!

Digging back in Peter's medical history, he found something even more curious. Peter had been administered to Bellevue Hospital just a short time before the fight happened. On that day, Norman recalled an incident at the Bio-Research Lab he owned. On that day, Midtown High had a field trip there. Mr. Parker had been treated for a severe case of food poisoning and being poisoned by a black widow spider. Among the three escaped spiders, was a black widow.

Today, a "Spider-Man" had done battle against a highly skilled assassin in a power suit. He most assuredly would have walked away with some rather bad injuries, if say he, was, a young child, no more than fifteen. Peter Parker had been bandaged a good deal when Norman had seen him.

Norman Osborn leaned back in his chair, a wide, insane smile spread across his features. A strange sound began to usher from deep within his throat. The noise began to increase in volume to the point it was clearly a laugh. Not a laugh of humor, or of sarcasm, but of, something very different, something very perverse. Norman laughed louder, turning it from a low, dark tone to high-pitched cackle that rang throughout the mansion, sending shivers up the spines of the servants. One maid swore she had heard a goblin laugh.

The End…

* * *

Next Story Arc: Through Green Eyes featuring PadawanCassy's original character Lightningbug! 

What is the essence of a hero? Is it the deeds they do? Is it the powers they have? Is it their desire to prove to the world that they are special? Or is something far, far deeper? Does essence of a hero, dwell within the souls man?


	11. Through Green Eyes: Large Fireballs

**Through Green Eyes: Large Balls of Fire to the Butt are NOT Fun!**

* * *

Hi-yeah, everybody! That's right, I am alive! Sorry it has taken me so long to update, but I really wanted to update two of my other fic's, Green Lantern Unlimited and Superman Unlimited first. Also, I wrote a Halloween special staring Danny Phantom. For anyone who is a fan of DP, please check it out on my profile and leave a review. Consider it a taste of things to come with Danny Phantom Unlimited. Also, I want to place it in either the DC Unlimited Universe, (Superman Unlimited, Green Lantern Unlimited, more to come) or my Marvel Unlimited series, but can't decide which. Please tell me which it would better fit in. This arc will contain fan creation, Lightening Bug, created by PadawanCassy, and a guest appearance from everyone's favorite Shellhead!

* * *

The hospital, like most people, was never a place Peter enjoyed going to. His earliest memory of the hospital was when he had broken his leg climbing trees in the park. The doctors had not been to gentle as they fitted him for a cast, leading to more traumatic memories to Peter's long repertoire. What made the hospital even worse, was when a friend, especially one as close as Harry, was confined to a bed in a sterile white room, hooked up to a dozen or more machines. 

Peter sat slouched beside his comatose friend, his hair a mess, clothes wrinkled and dirty. His right hand cupped his forehead, giving some mild level of support for his head and neck. Peter had stayed like this for three hours, letting the world pass him by. He had done this for three day straight. His many wounds having since healed for the most part, he was no longer a bandage, covered mess.

Mary Jane and Gwen made frequent trips to Harry's side, with the occasional appearance by the enigmatic Mr. Osborn sprinkled on. If Peter had been more lucent, he may have noticed Norman's unusual interest in him, as well as the ever so subtle tickle on the back of his neck whenever Osborn was present.

When he was told to leave, he did so without question and without argument. At night, he would sneak out of the house and bust some head to relieve his anger and guilt. What'd Peter have to feel guilty about? He didn't cause Harry to have a seizure. He hadn't put Harry in the hospital. But he wasn't there when his best friend needed him. He wasn't there to help Harry.

"Peter?"

The young superhero shot up like a bullet in surprise. "Harry! You're awake!" Peter yelled, nearly jumping through the roof, a feat well within his grasp, in celebration.

Harry blinked, face contorted with confusion. "Where am I?" He asked weakly, looking at the number of machines surrounding, and attached, to him. "Peter, what the Hell happened to me?"

Peter took a deep breath and, in that same breath explained everything (or what he could tell Harry without blowing his secret) that had happened over the past three days. When he had finished, Harry stared blankly back at his friend.

"Peter, I tell you this as a friend who is concerned for your health, don't you DARE go emo on me, got that?!"

With a tilted head and a befuddled feeling, Peter sat back down. "What are you talking about?"

The Industrialist heir sighed, massaging his temples. "Look Pete, you blame yourself for _everything!_ My God, I wouldn't be the least bit surprised if you dreamed that you killed the dinosaurs! Then, you go into this deep, depressive slump and we're all worried you're going to commit suicide or something!"

Peter was silent for a moment, contemplating Harry's words. Peter would readily admit that he was at times depressed, that was inescapable. Peter had never contemplated suicide an act, which he felt was completely idiotic and had little point. As for, being emo? Yeah…that wasn't going to happen anytime soon. "Harry, I am not going to kill myself, and I am defiantly not emo! I'm just really, really, easy to guilt."

A smile crept onto Harry's pale face. His eyes gave a wily twinkle. "Well, now I know how you can do all my homework form now on, eh?"

For the first time in days Peter laughed. "Hahahaha! Harry thanks. I needed that." Peter said with a smile. Suddenly, he felt a slight tingle spread up and down his neck like a trickle of cold water. It was not the usual "hey-somebody-is-about-to-rip-your-heart-out" alert, more of a "watch-out-some-body-my-try-to-put-a-knife-in-your-back" alert.

Cautious eyes prowled the halls behind Peter, looking for whatever threat was coming. The tingle became a sharp buzz as he spotted Norman Osborn walking with his normal stiffness toward the duo. Why was his spider-sense reacting to Norman? Sure, he was a sleaze ball, but a threat to his life?

Norman beamed with joy as he stepped into Harry's room. He ran to his son and captured him in a bear hug. "Son! I thought you'd die!" Norman sobbed, much to his son's surprise and utter confusion. Norman let go of his son and stood back up, arms still on Harry's shoulders. "When I was called by the doctors I was so worried! I rushed right down here and have been coming here daily!"

Harry's features contorted in disgust. Summoning what little strength he had in his body, Harry pushed his father off of him. Venom poured from Harry's eyes, searing the business mogul's soul. "I appreciate my space father. Shouldn't you be running Oz. Corp. or something?"

Norman bit his lip and looked visible injured from Harry's bitter query. For a second, Peter felt pity for his friend's father, but one thing he could not over come was the constant buzz of his spider-sense. Why was it going off around Norman? Sure the guy was supposed to be a scumbag, at least from how Harry described him, but why would he set off his spider-sense?

"Harry, I…I may have difficulty expressing it, but I…I really do care about you." The businessman said in a hushed tone. He stood up with a bowed head, his hard-soled shoes clacking on the floor. "I hope that one day you will be able to see that." He turned around and left the room, but not before he gave Peter a once over with his emerald eyes.

Peter felt his spider-sense flare up like a jet engine along his neck. Peter squirmed uncomfortable in his chair under the scrutinizing almost…lustful gaze of Norman Osborn. What was it that made his spider-sense go off around Norman?

"Snort! Pete, don't but it." Harry said with disgust. "He's only trying to get something out of that act. He always puts on a face of concern and _fatherly_ love when need be." Peter winced at how hatefully Harry had used the word 'fatherly'. The unwilling heir sighed and massaged his temples. He turned his head to his friend with one eye open. "Hey, Pete, I want to get some sleep so could you…?"

Peter nodded understandingly. He got up and waved good-bye to his long time friend as he left the room with mixed somberness and glee.

* * *

"Are you sure you don't won't to come home Peter?" Asked Aunt May over the phone. 

Peter smiled and nodded, not that May could actually see it, and replied most sure. "Yeah, I just gotta burn off some energy. I just got so excited that Harry woke up, yeah know?"

"All right dear, but don't do anything stupid." Aunt May conceded finally.

Peter suppressed a laugh. "No problem. I'll see you in a couple of hours?"

"That's fine. I love you Peter, good-bye."

"Love you too, bye." Peter hung up the pay phone and pulled his mask back down over the rest of his face. Spider-Man stepped out of the phone booth casually. Needless to say, he received more than a few dozen stares. Spider-Man gave them all, unseen, glares.

"What? The only place I could hide a cell phone wouldn't be too comfortable! Yessh act like you've never seen a superhero use the phone before!" he said with a shrug.

The teenage age hero looked over at a lamppost with a smirk. Wrapped in a thick cocoon was a rather stereotypical New York Mugger, dangling from the lamppost. "Seriously, what idiot tries to mug people in broad daylight?" Spider-Man chided. He put his left index finger on his forehead and gave a gentle push making his swing back and forth. "You guys just get dumber and dumber everyday!"

Spider-Man hopped ten feet into the air, whipped out his arm, fired a single web-line, which anchored itself twixt two, cracked windows. With his weight applied to the highly elastic protein fibers, the web-line stretched and rapidly contracted, propelling Spider-Man through the air.

With the grace and skill of a dozen Olympic gymnasts, the young hero sailed through the sky, back flipping and spinning as he catapulted from each web-line. Peter found the materiel fascinating. Under a microscope, Peter had found that it was almost identical to regular spider silk but had a higher protein count. Upon doing even more reasearch on spider silk, Peter had learned that some spiders ate their own webs after one night and then rebuilt them the following day. Curious, Peter had eaten a small sample. It tasted like peanut butter. Oddly, well more odd than it tasting like peanut butter, Peter's silk seemed to be far less stable than a spider's silk. After only forty-eight hours, the webbing would disintegrate into a fine silvery powder. The powder went great with tea.

Peter took a deep breath as he was flung high up into the sky after releasing his hold on the last web-line. The cooler, fresher air filled his lungs as he reached over five hundred feet in altitude. Spider-Man looked down at the city, his city with awe. Cars and trucks zipped by on the roads below people bustled down the dirty streets. From up here, Spider-Man felt invincible.

That was until the force of gravity once more made its presence known and struck at this foul intruder in the domain of the birds. As he descended, the web-head fired off another web-line and swung at an angle between to tall buildings. At the bottom of his swing, Spidey twisted his torso to the right and fired another web-line. He used this to adjust his flight path and continued roughly down the middle of the road, high above the streets.

Spider-Man whooped and hollered as he did a back flip followed by a front-flip and a Flying Screw, which was simple holding your legs together and tucking your arms across your chest and spinning to the right.

As he turned a corner at high speed, Spider-Man's spider-sense went mad. Allowing his own instincts to take over, he slammed his right forearm against his web-line, right above his left hand, making the web bend and flex around his limb and carry his body upward at a sudden, right-angle just as he felt a searing heat pass under his posterior.

Spider-Man slapped against the side of the large apartment complex and watched as a ball of fire the size of a basketball fly though the air before fizzling out. He jerked his head to the side to try and find the source of the attack and was confronted by a sight most unique.

Decked out in a strange metal suit and black spandex bodysuit was a blonde haired man, fists alight with flame. The suit itself seemed rather skeletal, tracing his ribs and legs with thin slivers of circuitry, barely covered by a thin layer of clear plastic.

Spider-Man groaned in annoyance. "A goody-goody! Just three days after I pawn one flyboy, I get another! With flame powers! How original of you." He said dryly.

The blonde haired man scowled at him, the fires on his hands growing larger. "Don't mock me Spider-Freak!"

"Oh yes, I surely haven't heard THAT one before!"

The blonde pulled back a fist and punched out at Spider-Man, letting another fireball roar at the hero, screaming for him to shut up. Spider-Man leapt off the building letting the fireball dissipate against the thick, stonewall leaving a large black scorch mark. He fell with his back to the ground and thrust his arms up at the fire-based enemy and made the Devil Horns sign, pressing down on the biological release valve briefly while tensing his forearms in just the right way to send of twin globs of webbing at his opponents head, then fired a web-line to the nearest building and pulling himself toward the wall, clinging on to it spread eagled.

The Hot Head threw his burning hands in front of his face, blocking the web-bullets, which quickly melted from the intense heat. But that didn't stop high speed, molten web-fluid from smacking his hands and forcing them into his face.

"OOH!" Spider-Man winced, watching the flying pyrokinetic spin once in the air. "That had…to…burn?"

Slowly the man lowered his hands away from a completely unburned head, not so much as a patch of red on his forehead. He sneered and cocked his head. "Did you really think I could get hurt by my own fire? Hah! No pyrokinetic is that pathetic!"

* * *

The Savageland Earth-1610 aka Ultimate Universe 

"GAH! I burned myself!" Screamed, Pyro holding his hand in pain after touching the stove unintentionally.

The Blob shook his head, making his many layers of fat jiggle. "Pathetic."

* * *

New York City 

"All right, fine. We've established that I shouldn't try that again. How about we move onto the whole motivation slash unreasonable hatred toward me. Go ahead I'm used to that." Spider-Man said to the attacker.

"Grr, you think you're so damn cool! Well, your not! Your not even a real hero!" The blonde yelled.

"Oh, owe! That really hurt coming from a guy in spandex." Spider-Man mocked, rolling his eyes beneath his mask.

"You're in spandex too! And this isn't spandex! God, you are so freaking annoying!"

"Hey! This is not spandex either! It's not so cheap costume shop fabric!" Spider-Man countered, stabbing at him with a finger.

"Fine whatever!" He shouted, trembling with rage. Spider-Man noted his flames grow in size and intensity. "I'm hear to challenge to you to a contest that will prove I'm the real hero!"

* * *

Next Chapter: Through Green Eyes: Contest of the Gods. 


	12. Through Green Eyes Part 2: Contest of

**Through Green Eyes: Contest of the Gods**

* * *

Spider-Man looked at the pyrokinetic dumbfounded at his challenge. "A…contest? Are you…are you for real, dude?" He asked fully believing this guy to be a nutcase of the highest order.

"Of course I'm serious! Superheroes are always serious!" He screamed, the flames roaring around his hands. Spidey, ever attentive, failed to notice the distortion beneath his adversary feet. He held up one flaming hand, making the flames recede to encase his hand like a glove and held up three fingers. "Three contests! Each will prove who, i.e. me, is the real hero!"

"Dude, seriously, I have no frickin' clue who you are!" Spider-Man exclaimed.

"Don't lie!" He yelled, unleashing a twisting, spiraling serpent of flame at the young hero, who pushed off with his left side and spun three feet to the left before latching back on the side of the wall as the river of fire, seared the building. Spider-Man cursed, feeling the heat from the dissipating fire. "Every time I try to save some one or stop a robbery or anything, you get in the way!"

"What?" Spidey said total confused at this point.

"GRR! Remember? That bank robbery a week back! I was on my way to stop it when he came out of nowhere and beat up the crooks!" He shouted at the young hero.

Spider-Man scratched his chin, thinking back to any crimes that occurred a week ago. He snapped his fingers and laughed. "Oh yeah, I remember that! These two idiots tried to rob a bank so I dropped down, grabbed their guns and then they panic. One of them runs into a lamppost and the other slammed his crotch into a mailbox! HAHAHAHA! That was to good."

The flying fireman's eyes narrowed and his burning hands flickered and trembled. "SHUT UP! You followed me so you could jump in and take the glory!" He screamed, waving his fist in the air like…more of a lunatic.

"Glory? Is that what your in this for? Than you are in the wrong business pal." Spider-Man said, growing tired of dealing with this idiot.

"Shut up! Enough talk! Lightening Bug will show you who the real hero is!" Lightening Bug screamed, fire dancing around his floating form.

_Lightening Bug? He has fire, powers and calls himself Lightening Bug? And who refers to themselves in the third person? _Spider-Man thought."What ever Lightening Butt. Let's just get this over with so I can do something far more interesting than talking to you. Like, hitting myself in the groin with a hammer! Less painful, and more fun."

Lightening Bug, seemingly ignoring Spider-Man's taunt pointed his burning hand down at the streets before a ball of fire the size of a watermelon shot out, split into three smaller balls. The first ball spun wildly through the air before striking a car, which was thankfully empty, causing it to burst into flame. The second ball sailed through a store window, flame exploding out the window followed by the curses and screams of those inside. The final ball spiraled into the air before striking an, air-conditioning unit, making it explode, sending flaming pieces of shrapnel down to the streets below and setting the roof on fire.

Spider-Man's hidden pupils dilated in horror. He turned to Lightening Bug and screamed, "What the Hell is wrong with you?"

Ignoring Spider-Man, Lightening Bug smiled. "First one to put out the fires is the winner! Get set, GO!" Leaving behind a heat wave, Lightening Bug flew toward the burning roof, unconcerned about what was happening below.

Spidey's first instinct was to chase after the psycho and beat him to a bloody pulp, but his higher reasoning won out in the end. Spider-Man leapt down from the wall, rebounding once off the opposite building to the empty road on all fours. Those still on the streets saw Spider-Man and immediately drew conclusions based on fear and panic.

"That Spider-Freak started these fires!" Screamed some one just out of the web-garbed heroes feild of vision. Spider-Man stood fully erect shocked that someone would accuse him of such an act.

He threw up his hands in a defensive gesture. "Wow, wow, wow! I didn't start these things! That wacko in the suit did!" Spider-Man pleaded.

"You're the only wacko I see Mutie!" A man with a thick Jersey accent yelled, hurling a broken piece of metal at Spider-Man who easily ducked the jagged projectile.

"Oh yeah, that's mature, throwing things at people and calling them racial slurs that don't even apply to them! This will probably help that potty mouth of yours!" With a flick of his wrist, an odd _thweep_ sound cut through the air and a glob of webbing smacked the Jerseyman in the mouth, effectively sealing it shut.

Even as the mob continued to grow more agitated, picking up refuse that lay crumpled on the streets ready to throw them at the young hero, Spider-Man turned his attention to the burning store across from him. Narrowing his hidden eyes, he made a single, mighty leap into the inferno thirty feet away. Sailing through the air, Spider-Man covered his head with his arms, tucking his head down so his chin touched his chest. His spider-sense wailed away, screaming at him for being so stupid as to leap into the blaze.

He felt the flames lick across his body, scorching his costume and sizzling his flesh. He hit the floor and rolled to a stand, batting his arms free from flame. Parts of the suits forearms had been burned away, leaving smoldering, blackened rings in their place. Spider-Man felt luck that was the only thing that had caught on fire.

He turned his attention to the burning shop. The sprinklers had been melted and the ceiling was charred and crumbling. _The fireball must have hit the ceiling!_ The hero surmised. Racks of clothing had been set on fire, which quickly spread to the carpeted areas of the floor. Support beams that once dwelt in the ceiling had collapsed down into the shop trapping a small group of shoppers and two store employees, seven people in total, at the far right side of the store. Spider-Man cursed at the thick black smoke, which obscured his vision and burned his nose. He could barely see anyone else, but knew there had to be more people in here.

Taking a deep breath, which he promptly regretted as his lungs were filled with smoke making him cough and wheeze, he ran toward the trapped group who were screaming in terror as the flames roared around the prison.

Spider-Man ignored the burning sensation on his feet and legs he skidded to a stop on the near molten linoleum. "Don't worry, I'm here to save you!" He cried, trying to calm the trapped people. With a grunt, he grabbed the closet support beam that blocked their path and lifted up with his gigantic strength. The beam, touched by fire and scorched by heat, burned his hands as he pushed it away. Spider-Man grabbed a second beam and yanked it away, throwing it behind him where it collided with a burning rack of clothes. The finale obstacle was a large piece of plaster, remnants of the ceiling, which had given away allowing the beams to fall in the first place.. With a heave, Spider-Man lifted the block of scorching hot ceiling off the ground and dropped it out of the way of the seven.

They ran screaming with their path cleared, uncertain if they were more afraid of being burned to death or being near someone who had just lifted massive pieces of wood and plaster over his head. Only one person, a woman stayed behind. She grabbed him by the shoulders and with a pleading look in her eyes she said, "There're still more people in here! A bunch of teenagers! Please, save them!"

"No problem, now go!" Spider-Man exclaimed, ushering her away. He turned to the fire and steadied himself. With a burst of energy the young, somewhat reckless, hero dashed into the choking smoke. The plastic lenses shielded his eyes from the stinging smoke, but with each breath he took in more and more of the toxic fumes.

Spider-Man's head felt like it was being pounded from the inside by twenty jackhammers. His neck was a blaze with pain; Spidey prayed that it was not literally a blaze.

The hero's foot caught on something firm, but softer that wood or ceiling tile. _A person!_ He realized. Quickly, he knelt down and picked up the body and slung it over his shoulder, hoping against all odds that he was alive. With all the speed and agility his superhuman body could muster, Spider-Man dashed from the burning, smoking building.

Out in the streets, he was once more assaulted by the cries of the frightened, paranoid masses. Spider-Man blocked out their angry shouts and curses, putting down the body, a young black haired girl to be exact, and felt for a pulse.

"Damn it." He muttered. Not even a weak one. She was dead. He stood back up and raced into the inferno once more, hoping against all odds that someone had survived.

He reentered the burning store, flames now spewing out of the shattered window like from a dragon's maw. Spider-Man's brain felt as if it was ready to melt out of his ears as the flames danced and toyed with his body while the acrid smoke choked his lungs and stung his eyes, seeping through the fine mesh of fiber and cloth. He found a second body like he did the last and threw it over his shoulder. Once outside he placed the body, a young Latino male, beside the corpse of the girl. He was breathing, but barely.

With one final burst of speed and agility beyond the average human, he fought through the smoke and fire, stumbled over fallen racks of clothes that had caught fire and found another body. Like twice before he raced out of the store his spider-sense going mad as he did. Spidey's head throbbed, feeling close to exploding just as he reached the exit. With one final leap, he narrowly escaped as the roof of the one story, clothing store collapsed, sending this plums of smoke and pillars of fire skyward, while flames gushed out into the streets. Spider-Man cried in pain as, his back was licked by the fiery tongue of a, dragon.

He stumbled hacking and coughing, biting the vile rising in his throat, on the street. He opened his sore, stinging eyes and gasped at whom he held. Dressed in a scorched yellow sweatshirt and blue jeans was Mary Jane. His breath was caught in his throat; laying her down he begged the Heavens that she was alive. He didn't feel a pulse! Spider-Man rolled his mask up to the top of his nose and placed his hands, locked with each other, on her solar plexus, all concepts of modesty lost in a panicked haze, began to perform C.P.R. on his friend.

"Come on MJ, come on!" He pleaded squeezing her nose shut and lowering his mouth to hers and breathed into her before compressing her chest four more times. Panic set in for the young hero. "You are not going to die MJ!" Clasping his hands together, Spider-Man raised them above his head and brought them down on Mary Jane's chest, making her whole body jump. Then, she sputtered and coughed. Moaning like she had just woken up from a poor night's sleep, she opened her green eyes slowly, barely making out the face of her savior as he pulled down the rest of his mask.

"Thank God," He sighed, placing a hand on her shoulder. "Are you alright?" He asked, worry filling his voice.

With the thinnest of whispers, Mary Jane spoke. "Who are you?"

Spider-Man simple smiled under his mask, fighting back tears. Just as he was about to answer, he felt an intense heat wash over his back and the air came alive with a crackling _whoosh_. He threw his head over his shoulder and saw the fire was being pulled from the smoldering wreckage…and right above Lightening Bug's raised hand, amassing in a gigantic star.

He tilted his head cockily. "I won." Lightening Bug said. With a gesture of his hand, the fireball dissipated.

Adrenaline surged through Spidey's body. He shot up, fists clenched and teeth gnashing. "You sick little freak! Do you relieve you killed a woman, and almost killed everyone else in that store? You think this is just some kind of game?!"

Lightening Bug snorted and raised two fingers. "Second challenge, a race to the Empire State Building. Ready. Set. GO!" The pyrokinetic sped away, leaving a distortion in his wake.

Spider-Man was about to give chase, wanting to put an end to the psychopath and his little games, but his fear that there were still people trapped under the rubble held him on the ground.

He dived at the ruins, digging through the still hot wreckage, trying to find any signs of life. The sound of footsteps crunching through the burnt timbers and mortar made the costumed avenger look up to see Mary Jane walking toward him.

She placed a hand on his shoulder and smiled reassuringly. "Don't worry, we where the only one's in the store. You go get that psycho."

Spider-Man stood up and thanked her, having to catch his tongue before he said her name not wanting to have a repeat of George, and swung away as fast as he could. Watching the masked mystery man vanish into the sky, Mary Jane smiled. "Go get 'em Tiger."

* * *

Wind whistled in his ears and tickled his exposed flesh while he swung nearly a hundred miles an hour. Each web line carried him faster and faster; each bound farther and farther. _Lightening Bug killed a girl and almost killed MJ and maybe that other guy and for what? Too prove that he's some kind of _hero_? This bastard needs to be stopped _now _and I don't play on letting him get away to!_

Spider-Man's spider-sense activated, drawing his attention above him where he saw Lightening Bug sailing over his hot air currents with an arrogant smirk on his face. There was a rush of adrenalin and a dance of hands and muscle, and the next thing Spider-Man knew, he was being catapulted right into the pyrokinetic sociopath who was blissfully ignorant of the twin fists that were mere nanoseconds from impacting his chest.

Lightening Bug saw a flash of white, pass before his eyes, pain ripped across his body rending his mind. He looked underneath himself and saw Spider-Man, costume burned and torn, with both arms embedded in his gut.

With his left hand, Spider-Man grabbed a handful of the black leotard Lightening Bug wore and aimed his right arm down at a buildings roof and fired a web line, making its trademark _thweep_ sound. The thin, silvery rope adhered to the rough, pigeon poop covered roof and grew taught as the webbed mystery man gave a mighty pull.

With the force of a cannonball, Spider-Man and his prey flew at the roof. Moments before impact, Spider-Man flung Lightening Bug across the roof where he skipped like a stone across a pond before he hit the entrance to the main building with a _thud_.

His legs like jelly and his brain quite similar to what the public service announcements said drugs did to it, the pyrokinetic stood up, bracing himself against the hard brick surface with his hand. He looked up just in time to see a blur of red and black connect with his chin, catapulting him into the air and down on top of the roof exit/entrance, knocking him out cold.

Breath rapid and ragged, Spider-Man collapsed on his butt, most exhausted. The burned, bruised and beaten hero took slow, deep breathes to try and relax his throbbing heart. Spidey's triceps, calves, back, neck and abdominals stung from the exertion put on them. "Spider-Man-2, Murderous Crazies in Costumes-Zippo!" He said with a satisfied smile, which was quickly dashed when he remembered the young girl that had died. Had that boy passed as well?

His pondering was interrupted as a high-pitched whine, growing closer from behind, tickled Spider-Man's sensitive ears. He leaped to his feet, spinning around to face the source of the noise. What he saw made his jaw drop. And bounce along the ground.

Hovering in midair was a seven-foot tall, iron giant. Or more accurately a seven foot tall _Iron Man_. His upper torso was a gleaming ruby red, three blue circles embedded just below the collarbones and the largest of the three circles was placed over the armored sternum. His arms, legs and lower chest were gun metal gray. His knees and shins were protected by thick red armor, plating. Mounted on both forearms were weapons that reminded Spidey of the shoulder plasma guns that The Predators had except far, more clunky in appearance. Small thrusters were mounted on his outer thighs, providing stability as he hovered while four concealed jets were placed the feet, two on each. The head looked like a custom biker helmet with a yellow visor and glowing green eyes.

"Yo-you're…you're Tony Stark!" Spider-Man exclaimed, nearly wetting himself with excitement.

A computer-like chuckle came from the head of the armor. "MOST PEOPLE GET GIDDY ABOUT MEETING IRON MAN." Iron Man looked over at the prone, beaten form of Lightening Bug and sighed, which sounded something like someone breathing too close and too hard near a microphone. "JOHN. SHOULD'VE KNOWN SOMETHING LIKE THIS WOULD HAPPEN."

Spider-Man arced a hidden eyebrow. "'John'? That guy's name is 'John'?"

"YEAH. JOHN ZADDY. HE WAS A MEMBER OF MY R&D IN STARK TECH. THERE WAS AN ACCIDENT INVOLVING…WELL, THAT'S REALLY CLASSIFIED BUT THERE WAS AN ACCIDENT AND KILLED SEVERAL SCIENTISTS BUT JOHN, HE SURIVIDED AND WAS…MUTATED. I BUILT THAT SUIT TO HELP HIM CONTROL HIS PYROKENISIS. I SHOULD HAVE JUST TAKEN HIM IN TO GET FIXED BUT..." Tony paused, looking away from the web slinger just momentarily. "I HEARD ABOUT THE FIRE SO I THOUGHT I SHOULD COME AND HELP. I GUESS YOU DID ALL RIGHT AND TOOK HIM DOWN. SO, WHAT'S YOUR NAME?"

Spider-Man snapped out of whatever fanboy trance he had been in and stood up straight, put his fists on his hips, cleared his throat and said in a much deeper voice than normal: "I'm the Amazing Spider-Man."

There was a pause, during which Spidey heart most likely stopped. Then, Iron Man laughed again in the same computerized voice.

"'AMAZING SPIDER-MAN', HUH? SO, YOU'RE THE NEW VIGILANTE THEY'VE BEEN TALKING ABOUT THEN? I'M GOING TO DO YOU A FAVOR AND SAY THAT WE'VE NEVER MET AND I JUST FOUND ZADDY ON THE ROOF KNOCKED UNCONCIOUS AND…DAMN KID, YOU SHATTERED A COUPLE OF RIBS AND HIS JAW! ER, ANYWAY, YOU SHOULD JUST HANG UP THE COSTUME AND GO BACK TO PLAYING VIDEOGAMES OR WHATEVER IT IS YOU DO. SEE YA." Iron Man grabbed Lightening Bug, or rather John Zaddy by his leotard and hoisted him off the roof entrance/exit and flew away with roar of thrusters.

Five seconds after he had vanished from sight, Spider-Man was able to move once more and promptly cursed. "I forgot to ask him for his autograph!"

**

* * *

**

**Parker Residence**

Peter had managed to sneak into the house and quickly scurry up to his room before Aunt May even caught the briefest glimpse of her nephew. Over all Peter was not badly hurt, only a few minor burns and splinters in his hands and feet.

Peter's costume however, was a completely different tale. The back, from the shoulder blades down, had been completely burned away from the heat. Black patches and burn holes covered the chest and legs. The right shoulder and left forearm had been burned up along with the several cuts that cover the costume. It also had a very prominent odder of smoke. Peter had been sure to take a shower to eliminate the smell of ash and smoke that had clung to him.

Later, Peter had called Gwen and told her that Harry had woken up and said he was about to call MJ when she told him what he already knew about her situation (MJ had called her parents and Gwen on her cell phone after the ambulance arrived), but let nothing on to give suspicion. Apparently, Mary Jane had been sent to the hospital to get her lungs and brain checked out, but would be able to leave for her home.

Now, Peter lie on his chest on top his bed, thinking of how to repair his costume, which was in tatters. He barely had any black thread left and did not have any red for the spider on the back. He would have to buy it, but did not have any money. What Peter needed was quick easy chase.

The answer came to him the day after when he was going for a simple walk for exercise purposes. Plastered on a billboard was an advertisement for the Daily Bugle. It was simple. They wanted photographs of Spider-Man and where willing to give mucho dinero for authentic pictures. Peter just had to smile. Who better to give them photo's of Spider-Man, then Spider-Man himself?

* * *

Wahoo! Another, rather short, story arc done! If you didn't already know (which would be rather horrifying as I said this in the beginning of the story arc) Lightening Bug is a creation of PadawanCassy. If she is reading this, I thank you for this rather interesting character to work with. 

Please, take time to leave a review and maybe take a look at my other works, ahemGhostN'Ghoulsahem, and leave a review on that too.

Next Story Arc-Get a Haircut and Get Real Job.

See you then!


	13. Get a Hair Cut and Get a Real Job Par

**Get a Hair Cut, And Get a Real Job Part One: You Want What?**

"Okay, so say this again except, make it sound sane."

"I need you to loan me three hundred dollars for a camera."

Harry leaned against his locker, giving Peter a look that said everything one needed to say when asked for a loan for three hundred dollars.

Peter pleaded with Harry, desprate for the money. He didn't need all three hundred for the camera. The camera he had in mind was only a hundred-fifty dollar's, still, not the cheapest camera but one that was of good quality. He needed the other one hundred-fifty for materials to repair Spider-Man's costume; he wanted to be back out there as soon as possible. And very last of it was reserved for a med-kit, or at least some peroxide and bandages. And maybe a little burn cream. Sitting down was nightmare.

"I'll be able to pay you back real soon Harry, honest!" Peter said again. Harry remained stone faced. _Okay, I'm going to give him one last shot, then, I'm going Puppy Dog Eyes on him!_ "Harry, as a friend, you owe me!"

"How so?" Harry snorted.

"Well, I spent three days by your bedside in the hospital when I could have been-ahem-making up with Gwen, making _out _with Gwen, excelling academically, and lets not forget, _making out with Gwen_." Finished Peter as he locked eyes with the un-desiring heir.

Harry finally conceded, reaching into his white sports jacket and producing his wallet with a sigh. He opened up the leather billfold and produced two one hundred dollar bills and two fifties. "Take it! Just be sure to pay me back before summer break, all right?"

Peter smiled, taking the money from his friends and pocketing it with a big, wide smile. "No problem. Ah crud! I need to get to Mr. Connors class! See you later man." Peter rushed away, waving as he hurried to class, brushing past a giggling group of girls.

* * *

Gwen considered herself a good person. Sure she could be a little snarky and mean at times but over all she was a good, sweet little girl. Gwen got along with most people at school, aside from Flash and his crew who, despite having developed a small amount of respect for her boyfriend, still enjoyed picking on Peter and anyone smaller or smarter than them. Which was everyone. 

There was only a hand full of people that Gwen truly hated at Midtown High. People like Edna Wong or whatever her last name was. Edna always gave her and MJ the dirtiest looks on Earth yet never talked to either of them, nor did she have any classes with the two other girls. The only reason that Gwen even knew her name, even if it was inaccurate, was from talking to Felicia.

The other person she hated was the lunch lady, a woman who looked somewhere in the range of one hundred and five hundred. The lunch lady was slow as Hell and always saved the crustiest part of the Mystery Meat Surprise, the "Surprise" part typically happening in the bathroom excluding a few incidents with other members of the student body in gym class, and slowed down to inhuman speeds whenever it was Gwen's turn in line.

Today was just as bad. Gwen had been standing right in front of the lunch lady for nearly three minutes and she had yet to even bother picking up the ladle to dish out the soup, or brackish water with bits of an unidentified semisolid substance floating on the surface, and just looked at Gwen right in the eye.

Part of Gwen wanted to snatch up the ladle and beat the old bat over the head with it and the other half was almost ready to agree upon the action. Gwen chewed on the inside of her cheek, staring down the old lady, as she tapped her foot impatiently.

"Will you please hurry, it up! I'm starving!" Gwen finally barked at just a few decibels below a shout. And that was when the old lady fell backwards like a stiff board tipping over.

The line fell deathly quiet. Cautiously, a bug eyed Gwen peered over the bar to see the prone, slowly cooling body of the lunch lady. Gwen straightened up eyes wide mouth clamped tightly shut, and most of the color completely gone from the blonde-turned-raven haired girls face. Her limbs like dry timber, she clutched the empty tray and walked quickly to the table that Peter, MJ, and Harry always sat at during lunch, which was thankfully, far away from the lunch lady's still warm corpse.

After what seemed like an eternity, Gwen plopped down next to Peter, letting her tray smack and bounce on the hard, plastic, oddly smelling table. "Hi guys, you okay?" She asked in a rapid, high-pitched tone that she always fell into like a black pit every time she became stressed, as the corners of her mouth, which was forced into a smile, twitched and spasm.

The three parts of the Quartet examined Gwen most cautiously, taken back by her sudden appearance and strange facial expression. Peter, of course, was the first to speak.

"Uh, Gwen, sweetie, are you okay?" the teenage science nerd queried. "You seem…uh…freaked."

"FREAKED!?" Shrieked Gwen. "I'm not freaked! Nope! Nu-uh! I'm fine, really!"

"Then, why didn't you get any food?" Harry pointed out sticking his spork at Gwen empty tray.

"Uh…wasn't hungry?"

"Bull!" MJ rebutted. "All you could talk about in Geometry was how hungry you were. So, what's the deal?"

"THE LUNCH LADY'S DEAD YO!"

* * *

Lunch ended most abruptly thereafter with the police being called, the cafeteria marked off-limits and class started up ahead of schedule much to the annoyance of the student and faculty body alike. When questioned in regards to the lunch lady's death, the students said that she was standing still and then fell over, mercifully neglecting mention of one Gwendolyn Stacy. 

After school as Peter, Gwen, Harry and MJ filed out the door, trying their best not to be trampled, Peter acted his newly acquired weird and aloof self and abandoned her, MJ and Harry for something or other. Gwen didn't really understand him as he simple muttered and did a lot of gesturing before darting off. Harry left to do whatever it was Harry did. That left MJ, and Gwen to, walk home, or at least halfway there, when they when then part ways and continue alone, or at least as alone as one could get in New York.

The two young women brushed through the crowd of flesh chattering about every little thing that was on their minds. Once more, Gwen was thankful that MJ was a little gun shy about approaching the topic of the lunch lady.

"It's nice to see things between you and Pete have warmed up." MJ said as she pulled her sagging backpack back up onto her shoulders.

"Yeah, but I haven't completely forgiven him for running out on me." Gwen replied with just a hint of bitterness in her voice. "Peter's going to have to do a lot more than sweet talk and homework to fix this little screw-up."

Mary Jane frowned. "Don't be to hard on him. You know his life has gotten…a little tougher lately."

Gwen looked to the side, avoiding MJ's gaze for the briefest instant before jerking her head back toward her friend with her face crumpled in disgust. "EW! What the Hell is that stank?!"

Mary Jane followed suit, as did nearly everyone on the street. Covering her nose and mouth with her hands MJ cursed, fighting back her gag reflex. "Smells like something died! Oh, sorry."

"It's coming up from the storm drain." A black woman that stood at the edge of the street said.

"A cat or something probably just crawled into it and kicked the bucket." Gwen said with a shrug. "Come on, let's get going."

Gwen and MJ pushed through the crowd and into the more productive area of the sidewalk, which was still teeming with people and the feint stink of the dead…whatever it was still hung in the air for a sort distance before being replaced be the "normal" odor of the city.

Gwen cleared her throat and started conversation back up with her red headed friend. "So, you're feeling better?" She asked.

"Well, the doctors said that I had some minor lung damage, but nothing severe. And my memory's a little spotty, but nothing to bad." Said Mary Jane.

"I can't believe that you got attacked by a mutant!" Gwen said excitedly.

MJ bit her bottom lip, trying to recall what had happened in the store. "I…wasn't really attacked. It was more like…cross fire between him and that spider guy they've been talking about. Did get rescued by him though." MJ added with a vague hint of pride.

"That makes two people I know that have been saved by him!" squealed Gwen.

MJ cast Gwen a wry look. "I've known you for a long time, and I've only heard you make that sound when you have a crush on someone."

Gwen stopped dead in her tracks, slack-jawed and wide eyed. "Oh my God! I can't believe this! You're right. Oh crap! I was bashing Peter for running out on me, and here I go and do something like, a million times worse!" cried Gwen, slapping a hand over her face.

MJ rolled her eyes and patted the faux-raven haired girl on the shoulder. "Relax Gwen. Everyone's eye is bound to wander. Besides, a crush doesn't mean anything. I mean, I have a crush on Heath Ledger, but there's no chance in Hell that I'm going to get to date him."

Gwen looked at MJ with a cocked eyebrow. "He's dead."

"Well, um…I wouldn't date his clone."

"Yes you would."

"Okay so I would!" she huffed, tossing her arms in the air. "My point is that a crush on someone is not like cheating on your boyfriend."

Gwen just sighed and shrugged uncomfortably. She looked up at the street sign and stopped. "This is where we part I guess."

Mary Jane nodded and enveloped Gwen in a hug. She pulled back, keeping her arms on Gwen's shoulders. "Cheer up! It's no big deal." Mary Jane released her friend, turned away and followed a separate street before being completely obscured by the crowd.

* * *

With a heavy heart and balled fist, Mary Jane Watson stood before her small home. It was more, worse off than the other houses in their neighbor hood, small and squat with peeling paint on the walls that might at one point in time been a decayed brown, dingy windows and a decidedly rotten looking wooden porch. 

Mary Jane wanted to cover her hears and run away crying. The sound of shouting and screaming of drunken, slurred voices billowed from the ugly walls like a drum. "Couldn't they just shut up for once?" MJ ran away from the screams, her feet carrying her down the dirty sidewalk as fast as they could, to her sanctuary.

* * *

"I'm walking down the line that divides me somewhere in my mind along the borderline of the edge and where I walk alone!" Peter sang along with the small, rather crappy radio that was placed on top of a formally dusty crate that was located in Peter's personal secret lair. Or, it would be a secret lair if it wasn't a run down, abandoned warehouse that was hidden within a maze of other run down, abandoned warehouses along the Bay. 

The warehouse was empty for the most part. Most of the larger metal containers had been moved out a long time ago, probably before Peter was in middle school, leaving behind only a hand full of larger, wooden crates and dozens of medium sized wooden crates.

The windows, were boarded up, broken, or caked in so much dirt and soot, very little sunlight got through. Rats made had found that the larger crates, made perfect rooms for nests and roaches, well they settled anywhere.

Peter had found this place last year and enamored by it for reasons unknown to even himself, turned it into his own private retreat. He had moved in small pieces of discarded furniture, mainly lawn and beach chair's that people had thrown onto the curb for one reason or another. Peter found that with the application of soap, warm water and a liberal application of duct tape on some places, that they were good as new.

Besides the chairs, a few small tables made out of broken crates were arranged in a circular pattern around Peter's main "living" area. With a few sheets of cheap sand paper, cheap handsaw, nails and a hammer, Peter had recreated the pieces of shattered wood into rather ugly looking tables.

Thankfully, he had been able to pick up smaller, very colorful, children's picnic bench tables that parents had tosses to the curb. Once again, soap, warm water and duct tape came to the rescue ensuring a far more stable surface.

Using what little money he had been able to collect, Peter had purchased a cheap am/fm radio to listen to while in his Fortress of Crapatude, which he had recently renamed the Spiders-Web.

Scattered across the various makeshift and plastic tables was an assortment of colored thread, sewing needles, adhesive bandages, and a rather badly damaged Halloween costume.

Peter cursed as he pricked his thumb for the twelfth time with the needle. He was getting better! Peter didn't bother sucking on his thumb he just brushed his thumb along the outer edge of his index finger, just in case there was any blood. The pain quickly dissipated and if he was bleeding, it stopped just as quickly. Something as small as a pinprick, healed up in four seconds tops for Peter. The pain wasn't really a problem. Being Spider-Man had given his pain tolerance a good raise from the number of times he accidentally smacked into the side of a building while web slinging, getting clipped by the very lucky (or unlucky depending on your view point) punk with a baseball bat or two by four on the arm or shoulder. Which hurts like Hell.

Peter went right back to stitching up the large, gaping hole in the back of his costume, his biggest worry at the moment using a deep black spool of thread. The young hero mused getting a portable electric sewing machine for out here. It would make costume repair a heck of a lot easier and less painful.

He continued to sing absent, mindedly along with the song while his fingers busied themselves with sewing. His mind dealt with other matters that had been bugging him for the past week or so, only rearing its self whenever he was preoccupied and not prepared to think of such matters.

Why did the Vulture attack that hotel and kill all those people? Was it just some freak power trip? Maybe, but it still seems…odd.

Peter's train of thought was cut off by the sudden intrusion of the very loud and obnoxious voice of DJ Sunny "The Wildman" Jones who spoke in a very disgusting and annoying way typically called "puking" because of the stretching out and rapid repeating of random words or syllables making it sound like he was puking.

"Hey, hey! That was Green Day with Boulevard of Broken Dreams! Next up I got some Saliva for yeeeaaahhh!"

Peter snorted with smirk on his face. "Yeah, no kidding."

"It's Weight of the Worlllllllld. So you crazy kids in a couple of minutes. Enjooooy."

Peter bobbed his head in time with the song, until it reached its second verse during which, Peter began to feel rather uncomfortable. He began to loose focus on his stitching. His palms began to sweat and goose bumps rose upon his skin. With a grunt of frustration, Peter dropped his costume and needle on the table and hit the off switch on the radio.

Massaging the bridge of his nose, the brown haired teen sank down into his chair, is limbs limp and his eyes clutched tightly shut.

* * *

Well, here it is, the first chapter of the new story arc! And I got it up before March! If you are expecting loads of explosions and brutal battles for this one, you will be sorely disappointed. 

I felt that the two choices for songs mentioned in this chapter fit the tone of the Spider-Man mythos very well. Tell me what you guys think.

Next Chapter- Mary Jane arrives at one of the few places were she feels truly safe, the home of her Aunt Anna. Peter tries his hand at photography. Meanwhile, Captain George Stacy prepares to confront a certain part time super hero over very important matters.

Get a Hair Cut and Get a Real Job Part Two: Attack of the Killer Lens Cap

See you then!


	14. Get a Hair Cut and Get a Real Job Part T

**Get a Hair Cut and Get A Real Job Part Two: Attack of the Killer Lens Cap**

Peter had read the instructions for his new camera seventeen times in the last half hour. Scratch that, make eighteen times in the last half hour. The young Parker child did not want to make a single mistake as his financial security depended upon his success or failure to master the art of photography. But, he was fairly confident that you would be able to get the hand of this very quickly. Really, how hard could taking a few pictures be?

The true problem was how would he take the pictures. Peter could just stand in front of the camera in his Spider-Man costume with the timer on and strike a few poses. But, if he turned those in, they would think the pictures were a hoax.

Peter could set the timer and swing by just before it went off and get a photo that wouldn't look faked. But of course, how would some kid be on top of the right building just as Spider-Man happened to swing by?

Well, they didn't figure out Iron Man's real identity until he went public after joining the Avengers. And heck, Peter Parker wasn't even a blip on the radar compared to Tony Stark. And Peter still wanted his autograph!

The easiest way to explain how he got the photos was that he was Spider-Man's personal photographer! Or…something like, that. Peter would figure the rest out later. Right now, he needed to focus getting the camera prepared and ready.

Spider-Man leaned over his camera, which was mounted on a cheap tripod, on top of the roof of a six story tall apartment building in Midtown. The sun was just overhead, casting very little shadow, which was just fine for the costumed avenger.

The web-slinger clicked the dial for the timer, adjusted its angle just so, and finally smiled under his mask.

"All right Spidey, let's see how photogenic this handsome mug of yours really is!" With a whoop and an alee oop, Spider-Man back flipped away from the camera and twisted around in mid-air and came to a landing with his back to the camera and standing on the very edge of the building.

Right on time he heard the first click and saw the faintest trace of a flash, he spun around and dropped into his favorite stance, his left arm touching the ground, fingers spread wide, his right arm in the air above him, and his legs spread with his right leg bent at the knee and his left straight out to the side.

This stance allowed him to take full advantage of his speed and agility right out of a landing, preferable from behind the enemy.

He heard the click and saw the flash of the next photo, prompting him to leap back into the open air and cast a web line to the building situated across the street from the camera. Just as Spider-Man was about to swing away, he heard the final click and flash.

He swung away from the camera, going to the right to be exact, turned a sharp corner, let go of the web line, fired another onto the apartment buildings roof and gave a good, strong tug, pulling himself onto the roof where he landed in a roll to bleed out his momentum.

Spider-Man stood up right, and with a proud swagger, and cheery whistle, cantered over to the camera. He detached it from the tripod and turned it off. It was then he noticed a small problem. Peter had left the lens cap on the whole time.

"AW FOR THE LOVE OF MIKE!" Spider-Man slapped his forehead in frustration. With a disgruntled snort he grabbed the lens cap and gave it a gently, yet firm, pull. It didn't budge. With a raising growl, he gave another tug. And another. And another. Until…

_POP! _

_THWACK!_

_THUMP!_

**

* * *

**

**Parker Residence**

Aunt May sat at the table, reading a romance novel and sipping a cup of green tea when she heard the front door open. "Welcome home Peter." She said on pure reflex. The middle-aged widow looked over the top of her book at her nephew. "Would you like a cup of-what happened to your eye?"

Peter looked at his Aunt, shoulders slumped and not a trace of pride, or dignity on his face, which was marred by a very prominent black eye. "I'd…really rather not talk about it right now. I'm going up to my room to reevaluate my life."

The hazel-eyed science wiz vanished up the steps, almost missing the squeaking step on his assent.

May bit her lip and wondered if she really wanted to know. She didn't.

**

* * *

**

**Unknown Location**

The smell of pumpkin spice and apple cider filled the comfortably furnished room. The couch was an older design it's once cream colored, cushions having faded over the years, but still very soft and comfortable. The coffee table was of well-stained oak and intricately carved legs that where shaped like a swans neck ending in a head.

A long mirror hung over the couch, reflecting the front of the room, the wall of which was covered by so many photographs that the flower print wall paper was barely visible between the spaces twixt the frames.

Mary Jane dried her eyes on a tissue, finally having stopped her sobbing. "Thanks for letting me come over Aunt Anna." The red head sniffled.

Anna Watson patted her niece sympathetically on her shoulder. "It's no problem Mary Jane. I…understand." Anna Watson was a woman in her early sixties. Her brunet and silver hair was tied up in a tight bun on the back of her head. Her skin was wrinkled and drawn tight over her almost sickly frame, something that failed to betray her very spry and active lifestyle.

Anna had never been married, and never regretted it after seeing her and her brothers' parents failed marriage. Maybe that was one of the deciding factors that effected, her brother's personality that led him to become such an angry man.

"Would you like some coffee, or a soda?"

Mary Jane shook her head. "No thank you Aunt Anna." She looked up at her aged aunt with puffy, sorrowful eyes. "Why do they always have to do this? Why can't they just stop?"

"I can't make excuses for your father. He's always been temperamental. It's just something that…you'll have to deal with it, honey."

MJ gazed at her Aunt, confusion and anger filling her emerald orbs. "_Just deal with it_? Are you kidding me? That's all you have to say!"

Anna Watson was taken back. She looked away from her niece, feeling a mixture of emotions grasp at her heart in an instant. "I sorry dear." Anna got up off the coach and walked through a pair of swinging double doors back into the kitchen.

Cold realization stabbed at Mary Jane's heart. She buried her tear stained face in her hands, ashamed that she had hurt one of the only people that ever really loved her.

**

* * *

**

**Stacy Apartment**

George Stacy sat in his favorite chair, a large red armchair that he brought with him from England, stroking his thin white beard. His eyes closed and his wrinkled brow furled, George pondered a matter that could very well change his and his daughter's life, be it for the better, or the worst.

This boy of hers, Peter Parker, may just very well be doing something very dangerous and VERY illegal. Gwen, if she continued to be involved with young mister Parker, could end up hurt. That was the most pressing of conundrums. If George did nothing, he would be neglecting his duty as a father and police officer, but if he did do something, the repercussion my very well still affect Gwen and his relationship.

Captain Stacy sighed. Picking up his saucer and teacup, the gray haired man took a sip of the piping hot tea. The answer was obvious.

* * *

I know, I know! It's a short chapter, but I'm pretty busy lately with a job hunt going on and working on other fic's, so please understand. Also, for all the Phans reading this, I just posted Danny Phantom Unlimited. Check it out on my profile and drop a review.

Next Chapter: Get a Hair Cut and Get a Real Job Part Three: Money, Money, Mon-WHAT?!


	15. Get a Hair Cut and Get a Real Job Part 3

**Get a Hair Cut and Get a Real Job Part Three: Money Money Mon-WHAT? **

An inhuman, unnatural sound screamed through the air like a million birds panicked chirping. An explosion, followed suit, mixed with screams of terror.

From upon a roost scant five blocks away from the explosion a red and black, garbed hero gave a hidden smirk beneath his mask. With wind wiping around his lanky, muscular form, he stood tall.

"Showtime." With strength beyond what his size would betray, Spider-Man catapulted into the air from the metal spire mounted atop a skyscraper and dived down like an arrow, wind screaming in his ears. At just the right time, without even moving his arm, Spider-Man aimed his hand at the side of a rapidly growing building, snapped his wrist back and fired a glistening strand of silvery web.

Still falling at high speed, he braced himself for the soon to come jerk that would tear a normal kids arms off. When it came, the line stretched and tightened, sending Spider-Man swinging forward, the world a blur.

With quick and agile twists of his body and precious targeting with his web lines, the spider powered teen swung between buildings and weaved through busy traffic at ground level, never touching the ground.

In less than two minutes, Spider-Man had cleared five blocks. Upon arriving, he swung onto a wall across from the where the explosion has occurred. What he saw at the scene of the crime made his jaw drop. Police cars were over turned, sides shattered like glass, all over the road. Great potholes that looked like mini-meteorites had drilled into the pavement doted the street. Thick clouds of dust and powdered gravel filled the air.

Police officers had taken cover behind over turned vehicles with guns drawn, aiming toward the entrance of a large bank, whose entire first floor front wall had been blown out from the inside, with large chunks of concrete and mortar spread out on the steps and side walk in a radial pattern.

At the center of the chaos was a single man. A man who looked like he, had a very unfortunate accident at a quilting factory.

This left Spider-Man rather, torn. He was unsure of whether to laugh himself to an early grave or simple swing away as this guy apparently already had a very bad life up to this point. He chose neither. This guy, who had dubbed Captain Two-ply, had already caused massive damage and could have very likely killed people or could eventually kill people. He had to be stopped.

* * *

With movements honed from decades of training, Herman Schultz ducked behind the broken wall of the Brooklyn Bank, his heart beating against his chest. Beads of sweat tried and failed to form on his skin, which was smothered by his suit.

The suits top and legs were a dull, dirty yellow, crosshatched by thin black wires in a diamond pattern. His boots and gloves were made of a heavy and unattractive brown rubber/latex compound. Overlapping his forearms were two metal gauntlets that left his finger exposed. The top of the gauntlets had vents pointed outward.

"This wasn't supposed to happen!" Herman said, gasping for breath. "Those bastards just left me! When I find them I'll-!"

"What? Wipe their cheeks really well, Captain Two-ply?"

Herman almost lost bowel control from the sudden, high pitched, and overly chipper voice from…the ceiling!?

Spider-Man slid down a length of the elastic strand, still upside down, and met Herman bug-eye to tiny white-eye.

Stuttering and completely taken aback by this shocking occurrence, Herman stuttered slack jawed at the sight of the costumed adventurer.

"Yeah, that's what I though," Spider-man said, cocking his fist back. "Say goodnight Gracie!"

* * *

Tension coursed through the veins of Sergeant Jacuzzi Masterson, his handgun shook steadily in his sweating hands as he waited for even the slightest hint of dirty yellow to peak out from the darkened bank. Sweat trickled down his dark skin; his ears groping for even the slightest hint of that horrible noise.

He had been on the force for sixteen years and never had he seen something like what this freak could do! He just pointed at something and BLAM! It went flying!

_Freaking super-freaks, used to be nice, normal criminals I'd have to deal with, but now they got these powers! How are we supposed to deal with that!_

"Sir, do you think we should move in?"

Sergeant Masterson nearly jumped from his skin at the voice of the young cop to his left. He glared bitterly at the young Italian man, wanting to slap him upside the head for scaring him.

"No!" he said. "We wait till SWAT gets here, then we mo-" Sergeant Masterson was cut off by a heavy thump and grunt in front of him.

Slowly rising from the harsh pavement, groaning in pain was the man that had held an entire unit at bay.

It took just a second for every single one of the police officers to aim their guns on the Quilted Terror that was Herman Schultz. With a deafening cry of "Freeze", Herman spun around, still dazed from the powerful series of blows that had sent him flying from the bank.

His eyes went wide behind the yellow facemask and he tossed his arms up in a defensive gesture and screamed, "Please! Don't shoot!"

Unfortunately for Herman, when you combine over worked police officers, a threat level that could potentially make a military unit wet itself, and loaded guns, it can only end one way. Herman only felt the first volley of 9mm slugs that tore into his body, pain searing through him like none he had ever experienced. He didn't notice when he fell to the ground, blood spurting from the many bullet wounds in his chest, legs and arms. Herman never noticed the cold blackness that slowly enveloped him, dragging him deeper and deeper away from life.

That is how it _should _have happened. What did happen is far more amazing. As the bullets rained down upon Herman, they seemed to strike an invisible barrier, ricocheting back at the officers. The repelled slugs found homes in the shoulders and arms of a handful of the law enforcement officers, while the rest expended their energy against hard concrete and brick walls or damaged metal and plastic of the wrecked cruisers.

Amid the wails of pain, Herman slowly lowered his arms, amazed at what had happened. "Incredible! I didn't know the suit could do that! Should have looked at the papers more carefully before I lifted this thing." Herman laughed, a feeling of invincibility washing over him. He pumped his fist high into the air in excitement, strength filling ever part of his body.

"YES! Though the world may mock puny Herman Schultz, it will soon marvel at the awesome might of The Shocker!"

"Holy Crud on a cracker, man! Do you realize how _stupid_ that sound?"

The Shocker turned around, remember exactly what it was that sent him out of the bank in the first place, and his jaw quickly got better acquainted with Spidey's right foot. With crack, Shocker performed a well, executed face plant.

Mockingly, Spider-Man dusted off his hands. "Whew! _That_ was a tough fight! Let me see, I figure that these little doohickeys on your arms are what let you do all this damage, am I right? Oh course I'm right! You're on conscious."

He rolled Herman over onto his back with a single foot and relieved him off his gauntlets. He held the literally hand held weapons, examining with his natural curiosity. "Sleek, sexy and most importantly, nice and shiny!" He exclaimed with playful glee. "Wonder how they work?"

Peter's body went rigid as the familiar prickling ran up the back of his neck. It didn't take a genius, namely Peter, to figure out what had set it off. He dropped the gauntlets, which clanked on the pavement and drooped his shoulders.

"Oh come on guys! I took out the bad guy, again! Can't you cut me a break at least once?" Spider-Man groaned at the police, those of who that had not been hit had risen from the cover with their guns drawn.

"Get down on the ground freak!" ordered Sergeant Jacuzzi, ready to pull the trigger if the freak so much as twitched wrong.

The situation was further compounded by the arrival of a SWAT van, whose doors sprang open, letting a torrent of heavily armed men stream out pointing their very intimidating automatic weapons at Spidey.

_Okay web head, you're surrounded by heavily armed men that probably won't hesitate to turn you into superhero purée. How do you get out of this one?_ Spider-Man gulped nervously. He had to escape, being arrested was not an option! So, he did the first thing that popped into his head.

"Hey! Is that Eddie Van Halen?" he said, pointing behind the swat team. Miraculously, it worked. Every single police officer and SWAT member turned to look if it was in fact, Eddie Van Halen.

Resisting the urge to slap his face, Spider-Man wisely chose to swing his little webbed butt away.

* * *

From high above on the rooftops, Spider-Man gazed down at the crime scene with bitter eyes. Why do they always treat him like the criminal? He's the one sticking his neck out to help them, they should be grateful! Not like they were in that bank untying the hostages. If it wasn't for him they probably wouldn't have caught Quiltboy.

Spider-Man shooed away a pigeon that had landed on the ledge beside him. He watched it flutter away, disappearing into the great blue. "Not really in the mood for company."

He turned his attention to the camera in his hand. If any luck, it had caught photos of him pounding on Shocker. The question now was how to develop them.

* * *

"Welcome to…um…Photo…Joint…hehe joint." Giggled the man behind the service counter. His nametag read: "Stew", but Peter felt that it should really say, "Baked".

"Yeah, uh, I'll go some place else." Peter massaged his temple as he walked out of the store, feeling oddly hungry.

* * *

"You're lucky we're not to busy." Said a much less stoned man, holding the roll of undeveloped film in his hand. He smiled at Peter with very bright white teeth. "Your photos will be ready in about five hours."

"Okay, thanks! I'll pick them up tomorrow afternoon." Peter said brightly. This store was much more pleasant and professional. Plus, the workers weren't high as a kite.

Peter exited the store and moved into the crowd traveling up and down the sidewalk, enjoying a great sense of accomplishment. Tomorrow, Peter would be rolling in the cash at the Daily Bugle. Before he new it, he had started to whistle a merry little tune.

* * *

The cold, mechanical hum of countless devices filled the massive room with a dull thrumming that made a person's teeth tingle from the vibrations. The floor was stainless steel, yet oddly, made almost no noise when walked upon.

Computer and television screens were built into the right wall, opposite of a singular massive console, data flowing down the screen at a, none stop rate.

At the back of the room was a grand metal desk, built into the floor itself. Upon the desktop were piles and piles of paper work which a man who the world had deemed to look like the bastard love child of Samuel L. Jackson and John Wayne.

Over his left eye he wore an eye-patch, a mass of scares reaching out from it, a memento of a bad choice and a horrible enemy from long ago. The man was dressed in flat black military fatigues, the sleeves rolled up his muscular arms. A high caliber pistol was fitted snugly in an over the shoulder holster across his right side. The black man's left front pocket bulged in an upright rectangular shape. Sewn on his right pocket was a strange emblem. On a white background the silhouette of an eagle, it's wings spread wide, was encircled by a black ring. Inside this black ring was the anagram: S.H.E.I.L.D.

His pen glided over a paper, authorization for shore leave for somebody whose name didn't really come to mind, before he stopped and cursed. He shook the pen violently before reapplying it on the paper.

Once done, he stacked the document on top of the "Out" stack and grabbed another from the "In" pile. He put down the pen and leaned back in his chair with a heavy sigh. "The most advanced military hardware on the fucking PLANET, and I can't get a decent damn pen! Did you ever have to put up with this Richard?"

The gold colored door at the front of the room slid upon with a hiss, allowing a short, mustached man entrance. Despite his short stature, he was very well muscled looking something like a bodybuilder in a military uniform.

"General Fury, sir!" he said with a salute.

Nicholas Fury rolled his one good eye and waved the red haired man inside. "Dum Dum, what have I told you about formalities? We've been friends for twenty-seven years. You've earned the right to call me Nick."

Dugan, Dum Dum to his friends i.e. Nick Fury, chuckled walking over to his long time friend and superior officer and handed him a small file. "Sorry Nick, force of habit."

"That's all right. So what is this?" Nick asked, opening the file, which contained several papers and a handle full of blurry photos.

"It is all the intel we've been able to gather on the new Mutant in New York." Dugan said, crossing his arms over his chest. "We've yet to ascertain his identity but we've narrowed it down to a few hundred…thousand people."

"A 'few' hundred thousand? Help me out here Dugan."

"We've compiled a list of candidates for 'Spider-Man' from clues given by the sighting locations and the photos and the cell phone video. Given his estimated height, he can guess he is between the ages of nineteen and fourteen years of age." Dugan ignored Nick's snide remark about how helpful that was and continued. "Further more, the sightings are predominantly around Brooklyn, Greenwich Village, Midtown and Queens. The times for the sighting are typically at night from those he helps. A minority of, sightings are during the day. On weekdays they are usually after three o'clock while on weekends, they are sporadic, but still mostly at night. How many of the sightings are truthful, however, is debatable."

Nick spun around his chair, scanning the documents with an eagle eye. "So given this information, we can assume that he is a High School student. Correct?"

"Yes sir. We've got a student body roster for all High Schools located in those area's and marked off all female students."

"Any know Mutants in any of these schools Dugan?" Nick said, turning back around to face Dum Dum.

"Only a few hundred, most of them are either female or unable to hide their mutation."

"So, it is either a Natural that's some how gone under our radar, our an A.M." Nick picked up the student body roster for one of the schools at random, and halfheartedly scanned the list of names. "Either way, we need to put a stop to his half assed heroics before some gets killed."

An idea popped into Dugan's head. He leaned forward and asked Fury in a curious tone. "Do you think it could MGH?"

"Not likely. That shit's expensive and requires a lot of money and equipment to manufacture in even the smallest quantity. Plus, the effects are only…hold on here. 'Parker'?" Nick brought the list closer to his face, reading the name over and over again. " 'Peter Parker'? Could this kid be…"

"Hmm? What's the significance of this Peter kid?" Dugan asked.

"Nothing…yet, I just want to check something out." Nick looked at Dugan, raising an eyebrow. "Well, why the Hell, are you still here? Didn't you hear me?"

"Oh! Ah sir, ah I mean Nick, I'll get right on that!" Dugan said, quickly rushing from the office and through the sliding doors.

General Fury put the folder down on his desk and leaned back in his chair, steepled his fingers, deep in thought.

* * *

A thin mist hung over the ground as a team of men horridly rushed between a large warehouse and several trucks, loading medium sized crates into the backs. A silvery sliver of a moon hung high in the night sky, breaking through the thin cloud cover. A breeze like death rolled over the men, who fought the urge to run. It was not a good night to be in Hell's Kitchen. Especially when you were on Kingpin's payroll.

From within the shadows above, a pair of hidden unseeing eyes peered through the men and into their hearts. With stealth beyond mortal men, Dare Devil dropped down from the rooftop and moved through the darkness, embracing its cool element.

He stopped and listened, opening every door of the mind and body, letting his soul wash out over the world.

Seventeen goons loading the trucks with two men in, each truck. At the very end, on of the men is smoking. Total is twenty-five people. Not even a challenge.

He moved to the very end of the caravan, never leaving the shadows and moving to quickly and agilely to be seen.

His pray was picked, peaking out behind one of the trucks at the farthest end of the caravan, smoking a cigarette, completely oblivious to his fate. With years of honed expertise, Dare Devil Raised his night stick and pressed a nearly invisible button on the side. The bronze cap was fired from the top, attached to the weapon by a strong wire, and sailed through the air and connected with the smokers jaw.

His head snapped violently to the left, teeth flying out of his bleeding mouth. He toppled to the ground, smacking the side of his head on the mist, covered pavement with a crack.

The bronze cap was pulled back just as fast as it had fired and reconnected with the main body of the nightstick with a soft click. With mighty leap, Dare Devil was upon the fallen smuggler.

The criminal looked up with blurry eyes and saw the demonic form hunched over him. With eyes wide with fear, a scream escaped his bloodied lips echoing forever in his heart as the world went dark around him. He never had a chance to scream.

With a single blow to the head, Dare Devil had knocked his opponent unconscious, turning him into a limp mass of flesh.

The Horned Horror rose from his prey and quickly, silently, rushed to the driver's side door and opened it with a jerk. The driver never even knew what hit him. He slumped in his seat, jaw askew and crimson fluid leaking from his busted upper lip.

Dare Devil moved up to the third truck and crouched down beside its rear right tire and brought his barbed knuckle up to the tough rubber. With minimal force, he tore a small hole in the tire and ripped through it, shredding it to pieces.

Finally, he approached the front truck, waiting until the three men at the rear, loading the back, had gone back into the warehouse. With quick, well-timed moves, Dare Devil slashed the rear right tire the same way as the last.

A wicked smile licked its way across his face. _Now for the fun part, _he thought.

Two more men stepped out of the warehouse caring the same type of crates and walked toward the front truck. Dare Devil crouched down on all fours, tensing his muscles for the planned attack.

_Wait…wait…NOW!_ With the skill honed from years of training, Dare Devil attacked, lashing out with a flying kick that contacted with the closest thugs face with a sickening sound of bones crushing and flesh tearing. He fell like a ton of bricks to the ground, the crate he once held falling on his legs, the bottom cracking and splintering.

The second man was taken back by Dare Devils sudden attack and dropped his crate and went for his coat pocket. Maybe if he was a little faster he might have grazed the Scarlet Terror with a bullet, but what happened was him feeling an intense pain in his gut before his jaw was shattered by a devastating uppercut.

Unsurprisingly, the ruckus caused by this drew the attention of the remaining criminals had sprung from the trucks, guns drawn and a bead drawn on him. They had tried to surround him. Bad move. Seconds before the trigger were pulled, Dare Devil back flipped into the air, easily dodging a hail of bullets that cut through where he was standing, and right into the men's chests', blood sprouting from them like sinister roses.

Feeling the approaching hurried foot falls and the sound of rounds being chambered, Dare Devil leaped onto a stack of empty crates against the wall of the ware house and from there, onto the slick roof, waiting for his targets to come into "view".

They did not disappoint. Each carried a small caliber handgun, pointed out from their bodies, quickly darting their heads about to find the enemy, never thinking to look up. Their funerals.

Like a ninja, Dare Devil dropped down from the roof without a sound, behind the gunmen. His gloved hands went to the holsters at his waist and removed his two batons and leaped at the closest thug.

With a loud crack, the man dropped, a baton blow knocking him out cold. The others spun around in surprise, opening fire on a target that wasn't even there.

The sound of bullets firing and ricocheting shells died as the cold realization settled over them. That…demon could be anywhere.

The claws of fear and the eyes of nightmares seized upon each of their black hearts, squeezing them in its icy grip. _This_ was Dare Devil's true power.

Crouched down on top of the nearest truck, Dare Devil plotted his next strike. Cold, and mechanically, he flipped off the truck and grabbed two crooks by the sides of their heads and smashed them together, letting them fall to the ground before darting toward another man and burying his spiked fist in his throat, cutting and slicing at the flesh.

Just as the man's body began to fall Dare Devil leapt at another of the hoods, kicking him in the face, throwing him back three feet with a snap and spout of blood from his nose and mouth.

With a spin, DD landed with his back to the remaining thugs, his right leg out straight to his side and left leg tucked close to his body. He heard them raise their guns and cocking the hammers. He new the exact positions of each and everyone of them; he heard their hearts race with terror. With a baton in hand, the small brass head pointed up vertically behind him, Dare Devil fired the solid metal weight with explosive force into the jaw of a thug, knocking him to the ground. With great grace and violent purpose, he spun to a standing position, the weight spinning around him and colliding with the remaining criminals heads.

The brass weight was reeled back in, clicking on the blood red stick, glistening with a crimson slickness.

He stepped out from the field of bodies and moved to the shattered crate that rested over one of the thug's legs. He kicked it over and sneered at what was left exposed. Sound waves traveled over each lumpy, plastic wrapped bag. The faintest smell escaped the containers, mixed with the far more potent stench of blood, and sweat. One of the bags had broken open and a fine powder had poured out from it and onto the thug's leg.

The red, garbed vigilante knelt down and pinched a small amount of the substance between his fingers and took every aspect of it in, rubbing it between the tips of his forefinger and thumb, and taking the full sent into his lungs with out actually inhaling the powder.

Cocaine, exact same texture and, stench, of, Lil' Caesar's junk. So, this was where they were keeping the stash. Most likely trying to move it out tonight before someone found it. To bad they chose tonight. Yesterday I would have been to busy with the Lorenzo Case.

Dare Devils thoughts were cut short by the sound of moaning from behind him as one of the slime began to stir upon the ground. He rushed over to the thug and yanked him up by the scruff of his collar, bringing him up to his eyes.

The man, a Latino in his mid twenties in a heavy black coat, looked into the glistening, hellish eyes. His heart almost burst from freight. His pores opened, sweat streamed down his face, his throat grew dry and tight.

The Horned Hero slammed him forcefully against the side of the transport vehicle, making it rock. With a tooth snarl, Dare Devil tightened his grip on the criminal. "Where were you taking these drugs?"

The Latino gulped down a dry breath of air, chocking and sobbing in terror. "I-I don't-don't kn-"

Dare Devil pulled him away from the truck and rammed his back against it. "DON'T LIE TO ME!"

"A-a-alright, alright! We was taken it to-to Jackson H-Heights!" He squirmed and sniveled as Dare Devil pushed him harder into the truck, digging his claws into his shoulders.

"Where in Jackson Heights?" He demanded, hissing like a snake.

"I-I-I-uh…" The man went limp, head drooping down, passing out from terror. Dare Devil snarled and tossed him aside. Thoroughly disgusted by the filth he had so easily disposed of, he marched away from the scene and leapt onto a rusty fire escape on the side of a building directly across from the warehouse and used it to access the rooftop without making so much as a clattered.

He turned back, "looking" down upon the warehouse and the broken and beaten bodies of the men. Dare Devil snorted and removed a small metal stick, no bigger than a tube of chap stick and turned way, running across the roof and then summer saluting over to the next. With out hesitation, the scarlet hero placed his thumb on top of the black metal tub and pressed down. The next instant was filled with a massive boom and the scream of fire. Thick, billowing clouds of smoke rose from behind Dare Devil, mixed with tongues of flame and flying pieces of wood and iron. A diabolical smile appeared on the vigilante's lips. There had, what he estimated, two hundred kilo's of heroine left in the warehouse. Lil' Caesar's going to be pissed.

* * *

When Peter had heard that George Stacy had called asking for him to come over to the apartment, he was understandably disturbed. George, while of advanced age, was no slouch psychically being surprisingly fit for a man his age. Not to mention him being a police captain, being privately wealth, holding a sizable amount of sway with the city council, and most importantly, was the father of his girlfriend.

When he had arrived at the Stacy's apartment, in a different set of clothes, he learned that Gwen had gone off with Mary Jane early that afternoon to shop at the mall and her mother had gone to the doctors. It was just he and George.

Nervously, twitching like a mouse caught in the grasp of an owl, the brunette sat on a normally comfy couch, which had begun to feel hard as a rock, across from George. George, a man in his mid to late fifties with thinning snow white hair, sipped from his fresh brewed cup of tea calmly as could be.

He put down his cup of tea on the saucer balanced on the arm of the chair and stroked his bushy, caterpillar like mustache offhandedly. George coughed and shifted in his seat, looking at Peter with a hard stare that only a man with his experience can have.

"Peter, how long have you known my daughter?" He finally asked, making Peter nearly jump out of his skin.

Like someone had a hand wrapped tightly around his throat Peter choked out, "Two years, sir."

"And, you are in the same year as Gwen, correct? Yes, I though so." George paused and took a sip from his tea. "Peter, I have to ask you something very, very important. My daughter-"

"WE'RE NOT HAVING SEX! WE BOTH AGREED WE AREN'T PREPARED FOR IT YET!" Peter shouted, his brain having pressed the panic button and immediately seeming to incriminate him in a crime that he truly did not commit.

George blinked, rising and eyebrow at the strange young man before him. "Well…um, that's…good. But that's not what I called you here for."

Peter then mentally committed Seppuku.

"What I need of you is to answer truthfully to me. I have been hearing that drug sales have been going up in Queen's area. Especially around where, you live. The two of us have a very open life with each other, no secrets. She always tells me about her day and I my own. She always speaks highly of you Peter. And often mentions that you act very strange especially recently. I love my daughter and would do anything to protect her." His tone suddenly became much heavier than before and his eyes became even harder. "I want to be sure that you aren't doing anything that could harm my daughter. Do you understand, Peter?"

Peter sighed in relief and then felt slightly hurt. "Mr. Stacy, I swear I'm not doing drugs. Why waste money on something that could rot my brains?"

He smiled at the younger man. "That is one of the qualities that Gwen must brags about." He said. The police captain leaned back in his chair, and steepled his, fingers. "But the drug sales in Queens do worry me. I'd have my men investigate, but it's out of my jurisdictions and I'm not on good terms with the police in Queens. I have my own suspicions about them. If only one of those new costumed adventures, sorry you call them 'superheroes' now don't you, would look into it. Maybe bust up the ring. But that would be a stretch. Most of them are just glory hogs or government boot lickers. But that Spider-Man character, he doesn't seem to be affiliated with anyone. And seems to be really good at heart too boot. If only he could take a peek at it."

George Stacy leaned foreword again, drinking from his tea. "Mind you, I do not approve of those vigilantes that are starting to pop up, but in this day and age, it seem like they are a necessary evil. What they do is technically illegal and very dangerous. If they're not careful, they could get killed either by a lucky shot or a super criminal. Think about how that would effect those, that care about them. All they would know is that that person had been killed acting recklessly and they wouldn't even now why. How that would hurt, especially if that person was that one had, don't you agree?"

Peter swallowed, letting his mind wander before answering. "What if they didn't want to tell that person because they were afraid how they would react? Would they be hurt or frightened by that person? Maybe they can't tell or say anything about it because it could get those people hurt or…or worse! I think that they have a right not to tell people."

"I'm not talking about people in general, but those individuals that truly love and care for them unconditionally. Best friends, wives, husbands, caretakers and the like, understand?"

Peter twisted his face, rolling it all over in his brain. He scratched above his left eye and shrugged. "I guess, but what if it hurt those people you're talking about? Maybe that's what scares them the most, ya know?"

George nodded sagely and smiled reassuringly. "True, but people, especially people with power, be it super or not, can not be afraid of how those they care about will react, but face it head on and stay steadfast with their love and responsibility and trust that they will be able to except it." He stopped and pulled his cell phone from his pocket. He opened the cover and put it to his ear. George growled and turned it off, putting back in his pocket. Standing up, he told Peter that he must leave on official business, and that Peter needed to leave as well.

The two walked out of the apartment together, Peter standing behind George as he locked the door. The police officer looked at Peter and gave a weak smile. "Think about what we talked about Peter, I think it will help you grow."

Peter nodded and hurried away, deciding to take the stairs for no reason unparticular than maybe it would avoid a rather awkward elevator ride. On his way down the stairs, Peter chewed his lip. Did Mr. Stacy know that he was Spider-Man? How could he have figured it out? Well, there was that little incident were he called him by name! Bad move Parker! No…no it was too much of a stretch! George couldn't have figured it out. Maybe it was just an old man rambling on or a point he wanted to make for whatever reason.

The walk down the stairs was a sort one and he was out on the streets once more, feeling the fading light of day on his skin. Not being in too much of a rush and feeling rather lazy, he thought about taking the bus, but lacked proper change. But a certain superhero didn't really need exact change to hitch a ride on a bus. Ducking into an ally and making sure that no one could see him, Peter began to change from his street clothes and into his costume, all the while thinking about what George had said.

That drug thing though, that something I need to check on. Most I've focus on was petty thugs and maybe a bank robbery or two. I knew drug dealing was a problem, but never bothered to look into it any. Some how, I feel a little guilty about that. And what was it said about the Queens police? Does he think they're corrupt? Ah, doesn't matter just want to get home.

Folding and stacking his clothes on top of a thin layer of webbing, he covered the top with a slighter thinker layer effectively making a small sack to hold his clothing, then pulled it from the dumpster lid and attached a thick cord of webbing to it and slung it over his shoulder and smashed the free end of the cord against the bottom of the bag, making it hold onto his back via a diagonal belt going from his left shoulder to just under his right ribs.

He smiled proudly under his mask. "Well Spidey, looks like you just made another fine invention! Hopefully it won't fall apart."

Cracking his fingers, Spider-Man quickly scaled, up the side of short building and onto the roof, looking down at the busy roads. He didn't have to wait long before a bus he knew from previous experience was destined for Queens came into view.

Crunching a few numbers in his head, He hopped of the roof, clearing the street with easy but not enough to clear the road and began to rapidly fall. With a web line anchored to the side of a building near him, he kept himself from becoming street pizza and swung against the flow of traffic, but above the view of those in vehicles. Quickly releasing his hold on the web line, he let his own momentum carry him onto the roof of the on coming bus, landing with a soft thump that would go unheard except for the homeless man directly below him and used his sticking ability to stop him from sliding or over shooting his target.

While on all fours, Spider-Man turned around, facing forward and felt the wind crash against his body. Thankfully, the mask filtered out most dust particles and the lenses protected his eyes from the wind and dirt. Out of the corner of his eye, Spidey caught for the brief moments he could see them, people on the streets staring in amazement at a man riding on top of the bus.

He snorted and laughed, "You think these people never seen a guy ride a bus before!"

* * *

JFK International Airport

The stench of mildew and farts greeted the less than enthused Otto Octavius as he stepped into the airport, letting the many other passenger's from the flight move around him. Why bother fighting through the hoard when you could just let them go around you? Never expend more energy than necessary. That was his motto and life style.

It would be impossible to tell that the thin, muscular build of Octavius had, was not the result of intense psychical training, but in fact a rather natural state for his body. Having a very high metabolism was a benefit as he was an absolute sucker for anything sweat and sour. His brown, bowl cut hair was rather stiff which fit his posture to a T. Solid black glasses with small round lenses hid his eyes from view. His sour expression seemed to be sculpted into his flat, pudgy looking face.

Otto's black-gloved hand fished into the pocket of his tan overcoat for his cellular phone. Bringing it up to his face, he dialed in a phone number and placed it against his ear. He grunted, tapping his foot rather impatiently before moving over to one of the uncomfortable plastic chairs in the departure/arrival area, setting his brief case next to him.

Dr. Octavius smiled as his call was finally answered. "Hey Kurt, guess who's in town?"

* * *

Finally done! Alright, please leave a review and any thoughts and comments if you please. I'll try and get the next chapter up as soon as possible.

Next chapter- Peter meets with Daily Bugle Editor and Chief, hoping to get a quick buck, and looks into the drug sales in Queens, running into a certain horned hero after the same goal, while Dr. Conner's reunites with an old friend and much more! Get a Hair Cut and Get a Real Job Part 4: The Daily Bugle


	16. Get a Hair Cut and Get a Real Job Part 4

**Get a Haircut and Get a Real Job Part 4: The Daily Bugle!**

* * *

Twenty-one years young, short brown hair, and tight rear-end. She was hot. At least in Betty Brant's own humble opinion of herself. She was the beautiful, calm mermaid amidst the chaotic sea that was J. Johan Jameson's rants and raves that shook the walls and made tremble the souls of her lesser compatriots.

How the Hell did she go from a degree in English to being a secretary at the Daily Bugle?! Betty sighed, toying with a lock of hair wound around her finger. It wasn't the worst job she could have gotten stuck with after college. It was defiantly better than that gig in that nasty greasy spoon dinner she had during college.

Her boss was better than Roger was, but not by much. Didn't grope her, at least. Betty's coworkers were more numerous and far more pleasant, but didn't really stop to chat that much. Either hulled up in cubicle's or hunched over laptop computers, the reporters of the Daily Bugle were almost always busy, hoping to break the big new story and get out of a newspaper that was more regarded as a conspiracy magazine with a slightly higher distribution rate than other tabloid's.

Oh, it dealt with hard news, that was for sure, but the thing that was more often than not front page news, was a conspiracy ranting on about the Avengers, or the Fantastic Four, and even the X-Men, all typically written by Jolly J. Johan himself. He wasn't a bigot, as often claimed by his (many, many, _many_) critics. It had more to do with the fact that they-

"MASKS! ALWAYS WITH THE MASKS!" Blistered John Jameson, his plump cigar still clamped firmly between his pearly whites, the glowing red tip bobbing up and down with each word. "WHY CAN'T THOSE SUPER POWERED SHOWOFFS STAY OUT OF THE WAY OF ACTUAL POLICE?"

A calmer, far more practiced voice countered Jonah's near psychotic rant. "Now J.J., you need to calm down, remember your blood pressure!" Joe "Robby" Robertson spoke softly.

"MY BLOOD PRESSURE, BE DAMNED!" Johan countered, slamming his hands down on his desk, rattling the piles of paper and pen. "PEOPLE ARE APPLAUDING THOSE FANTASTIC FREAKS!"

Robby leaned his weight on Jameson's desk, fixing his stern eyes upon his old friend. "They stopped giant bug's from destroying Madison Square Gardens!"

"Where did those bug's come from, eh Robby? Eyewitnesses saw strange lights emanating from the Baxter Building just three minutes prior to the bug's appearance! Can you honestly tell me that isn't the least bit suspicious?"

"It is odd, but that doesn't mean automatic guilt. Remember, the government does a lot of experiment testing there."

J.J.J. merely grunted a replay before sinking back into his chair and knocking the tip of his cigar into an ashtray.

Twas not the end of their argument, just a small pause before Jameson could form more accusations whether they be true or not.

Betty rolled her eyes. They could go on and on like this forever if it was not for the fact that they were both over the hill, had arthritis, and the thought of food could quell even the most heated of fights between them!

Chuckling ever so softly, she went about typing up her TPS Report barely noticing the door to her left open up. She did notice fully when a boy, looked like a College student, stepped through the door.

She forced herself from snapping her head at him feeling like her neck was about to snap from the strain. Just slightly shorter than her, his hair was thick and curly brown, enhanced by bright baby blues. He was thin, and dressed in baggy, well-worn clothes. He was cute, not hot, but damn cute with a charming, anxious smile on his lips.

_Well Betty, time to put out…err…turn on…uh use the old Brant charm. _She followed the boy's carefully, sheepish progress toward her desk, clutching a vanilla envelop in his hands.

"What can I do for you?" Betty asked sweetly, a flirtatious twinkle in her eyes as she leaned toward the handsome guest, her fingers laced together under her chin.

His pupils dilated as he shifted his weight from one foot to the other, holding the package up nervously. "I…um I got some pictures of…uh…Spider-Man. Y-you have a…reward posted for some, right?"

"I'll buzz you in. Careful, J.J.J. tends to bite." She hovered her finger over the P.A. box on her desk and looked back at the nervous photographer. "I don't, though. Much." The box crackled and spit furiously at being activated. A gruff, powerful voice sliced through the static.

"What is it, I'm busy!" Jameson roared, his voice in stereo, penetrating the glass walls of his office.

"A…um, what's your name? A mister Peter Parker is here too see you, he said he has photos of Spider-Ma-" The brunette felt a strong gust of wind rush past her, followed by the slamming of a door, with Peter Parker nowhere in sight.

Betty stared into the endless void of reality as her finite mind slowly processed what had transpired. "Damn that man is fast!"

* * *

Peter's world became a blur as something tight wrapped itself around his left arm and pulled away with tremendous force. The next instant, he found himself in a cramped, foul smelling office with two older gentlemen, one of which was sitting behind a desk with a lit cigar clamped in his large teeth.

"All right kid," the man with the cigar began, "you better not be yanking our leg here or else I'll have your ass out on the street faster than you can say-"

Almost as fast as he had been pulled into the office, Peter handed a bundle of eight-by-tens to him with a diabolical smile. "Five hundred dollars?"

John Jonah Jameson grabbed the photos and burned holes through each one with the intensity of his judgment. He handed the photos to the other man with a grunt. "Do you think these are real, Robby?"

The older man, Robby looked at each photo with placid, but focused, eyes. After about three minutes on each photo, Robby handed them back to Jameson. "Well, they aren't photo shopped. If they are they are darn good ones!"

Jameson scratched his chin and sighed. Peter felt uncomfortable, as he looked the science wiz and part time superhero over with the plump cigar still clenched in his jaws. They were calculating eyes, hungry and predatory in nature, poking and prodding him to find any weakness.

Finally, he took the cigar from his mouth and opened a desk draw and took out a wad of cash, making Peter smile once more. He threw it down on his desk and growled out something unintelligible.

Peter gingerly reached for the money, picking it from the desk as tiny beads of perspiration dotted his brow. He deposited it in his pants pocket, still fidgeting under Jonah's glare.

The older black man looked between the two for a second and stepped forward and took him by his shoulder. "Ah, son lets step outside." He led Peter out of the office, closing the door gently and let out a breath of relief.

"Sorry about all that." Robby said apologetically rubbing the side of his neck. "Johan isn't normally like that, it's just all the other pictures we've got in are rather…"

"Poorly done hack jobs?" Betty piped in.

"Exactly! But those photo's were just…to BAD to be fake!"

Peter's face fell. "Bad?"

"Now don't take it the wrong way! They're expectable, but if you want to make more money, get a better camera, and take some classes."

"Wait…'make more money'? Are you saying you're going to hire me on!?" Peter exclaimed wide-eyed.

"Calm down son, it's not set in stone yet, but if can bring us some better pictures of Spider-Man, you could have a job lined up." Robby smiled. "What are, eighteen, nineteen?"

"Sixteen."

Robby coughed for a second but regained his composer. "Well, we couldn't hire you on full time, but as freelance…look just get a better camera and take some lessons, and we'll talk. I'm not going to ask you how you got those photo's and neither is Johan, it's your own business, but just be safe, okay?"

Peter grinned and nodded furiously and laughed. "S-sure, Mr. ah…"

"Just call me Robby, I hate formalities."

"Right, Robby! Thank you, thank you so much!" Peter said waving as he rushed out of the office, practically skipping away.

Chuckling, Robby folded his arms. The kid was a little weird, but good. He'd have a future around here. He turned his head to Betty, and opened his mouth, about to speak, but was taken back by here expression which was a cross between being hit in the stomach with a Mac truck and walking in on your grandparents making whoopee.

"Um…Betty are you okay?"

Betty hid her face in her palm, muttering something incomprehensible.

* * *

**Parker Residence**

Electricity, gas, water, heating. May dropped the bills on the table, sighing. They had been fine until this point Ben's life insurance had been able to cover them for a few months after the funeral, but that could only go so far.

She had unable to find work. Her medical history alone spoke volumes against her.

Sighing, May sipped her tea somberly. Her biggest chance had been with the Nelson and Murdock Law Firm, but they had already found a far more qualified secretary just before she came in for her interview!

"Really up a creek without a paddle, May." Muttering to herself, May Parker paced back and forth across the cramped little kitchen, head hung low. "The only thing that could help us now would be-"

* * *

"A freaking miracle!" Harry exclaimed, counting the bundle of cash Peter had handed him. "What did you do, hold up a convince store?"

Peter chuckled and leaned against the wall of Pirelli's Ice Cream Parlor, enjoying the cool temperature of the room. "Just took a few pictures."

The Osborn Heir pushed up his sunglasses and pocketed the money in his coat pocket. "Of what?" He snorted, "Lucy Lawless naked? Really Pete, what are you pulling here?"

"Nothing! There was a reward for pictures of that…ah…Spider-Man at the Daily Bugle so I decided to see if I couldn't cash in." Peter explained, pulling out a chair and sitting down in a rather rickety metal chair.

"You took pictures of yourself in a costume, didn't you?"

The corners of Peter's lips twitched. "No, I took photo's of the real Spider-Man!"

"Yeah right!" Harry retorted. He sat down across from Peter and singled a waitress who was across the parlor and ordered a butterscotch milkshake and a vanilla ice cream cone for Peter.

Slightly offended that Harry had made such a presumption about what he wanted, Peter growled, "Who says I want a vanilla cone? Maybe I wanted a pistachio and coconut sundae!"

"First, yuck, and second, that's what you always get!"

Peter chewed his right cheek, and glared at his best friend. "True, but maybe I wanted something different!"

Harry rolled his whole head in annoyance. "Did you happen to grow a vagina over the weekend?"

"Did you happen to grow a chest hair over the weekend?"

"Oh! Touché!" Harry laughed, almost losing his dark shades. "Anyway, on another topic…one that I'm less than thrilled about, my dad has invited us to go with him to see the Mets play off-"

Harry was cut short by Peter's sudden cry of absolute joy. "Are you serious! Dude, you better not be messing with me! If you are a swear to God, Zeus, Thor, Ra, and Bob Almighty that I will throw you off a bridge if you are!"

"Geez! Man, my head is pounding alright, keep it down." Harry groaned, massaging his forehead. "Yes, I'm serious. The jackass has season tickets to pretty much every major sporting event all over the planet!"

The waitress returned, looking a might bit disturbed and handed the teenagers their dairy based refreshments. Peter quickly went to work on his cone, barely noticing the taste in his excitement. "Why's he doing this?"

"Said it's to repay you for sticking with me while I was in the hospital." Harry slurped up his milkshake, a hint of disgust on his face. "Trust me Pete, this is just a show. He's a snake!"

"Maybe he's trying to change?"

The Osborn heir placed the cup down and the table and lowered his head. An uncomfortable silence settled over the table before Harry raised his head once more and spoke in a bitting tone, "My dad is not one to change."

* * *

Power was something that one could not afford to loose, especially if you were the Kingpin of Crime. Osborn had cost him much. Because of his failure to deliver a satisfactory product, Adrian Toomes was in a position to squeal and put Fisk at great personal risk.

It didn't matter if they did try to pursue whatever lead, that the bumbling assassin would give them the police and judges that weren't in his pocket could be easily coerced into complying, but it would still be time and energy wasted.

However, if, Adrian was to die prior to giving a, confession he would not have to spend the time and money on bribes and lawyers. The matter Norman's failure was still a problem. Norman could be used for the time being. Most of his enemies were now dead, and Silvermane was in a coma! Like it or not, Osborn's technology was still an asset to his Empire.

Something new, however, had caught his eye. One of the new costumed adventurers, Spider-Man, had been the one to defeat The Vulture. Little was known about this mystery man. If Fisk was able to convince Spider-Man to work with him, the problem of Dare Devil may very well vanish, not to mention having a bodyguard of superhuman class would be very good to have, if he had any brains that is.

Suddenly, Fisk's office door flew open with a crash that almost startled the crime lord. In the doorway was a man dressed in a red and black skintight suit with flared cuffs and countless packs of ammunition and handguns strapped all over his body, topped off with twin katana's strapped to his back.

He walked across the posh floor with a swagger, clutching a grown bag with a discolored, moist bottom.

"Ohh! That sounds like a double entendre! Wow! Didn't take you long to spell it right." He spoke in a gruff voice, tossing the sack on the Kingpin's desk with a squelch. He pulled out a chair a plopped down in it, resting his feet on the desk.

Resisting the almost over welling urge to strangle the costumed mercenary for his impudence, the Kingpin but his bottom lip. "I…take it…that…the sack contains…Mr. Toomes head?"

"Yep! To bad you couldn't see me do it! The first idea in mind was to show me breaking into the prison, killing a bunch of guards, blow his cell door open and then cutting his head off! But, still better than the original draft. Kraven was supposed to break in an shoot him in the head and then get eaten by gators at a zoo after fighting Spider-Man, so SUCK IT LOINCLOTH BOY!" By this point in time, the red and black Merc had jumped up on the desk and was giving the bird with both hands to the air.

Wilson Fisk was trembling with rage, clutching his diamond-topped cane in his paws. "Deadpool…will you…get…DOWN!"

"Huh? Yeah, sure. So, about that money…"

"It has been wired into your offshore account. However…" Fisk opened a desk draw and deposited a small folder before the red clad Merc. Deadpool riffled through the pages of documents and blurred pictures of a man performing various acrobatic stunts in the air. "His name is Dare Devil. I want him dead. I don't care how, I don't care where, and I don't care how clean, I just want it done! An extra five thousand was added to your account, you will receive five thousand more once you kill him."

Folder under arm, Deadpool sprung to his feet mock saluting the crime lord. "Eye-eye Skipper! You want this guys head too?"

"I was speaking metaphorically."

"Oooh! Well you should have said something!" Deadpool quickly retreated from the plush office, slamming the doors behind him.

Wilson Fisk massaged a throbbing temple, pressing the P.A. Button. "Debbi, could you send in the custodian…and an antacid?"

* * *

Curt Conner's home was a simple flat in a relatively safe neighborhood with two bedrooms, a single bath, kitchen and den. Sparsely furnished was it, but still comfortable with plenty of places to rest weary feet.

Family portraits hung on flowery wallpaper showing Curt, Martha a blonde woman just a few inches shorter than he, and a their young son Billy, some brief snap shots from at the park or coordinated attempts to get the family in one room together.

The door opened and Curt, lugging a heavy looking suitcase in his hand, came bumbling through red in face.

"Really Curt, you didn't have to carry that." Said Otto plainly, following the science professor in.

The one armed man shook it off, leaning the suitcase against the wall. "Nonsense! It's been years since we've seen each other! It would be rude of me not to help you." Curt looked behind him, hearing the sounds of hurried footfalls and cringed, muttering something under his breath that Otto was unable to understand.

There was a blue blur that streaked toward Curt, slamming into his torso and bowling him over, hitting the floor with a painful sounding thud.

Straddling Curt was a short, bouncing child in a blue shirt with a single black strip cutting across the middle, and thick brown hair. "Daddy!" he screamed joyfully.

" 'Cough' hey Billy. Could you get off my chest?"

"Oh…right, sorry!" Billy hopped off of his father, still bouncing on the balls of his feet. Then, he caught sight of the stocky man in dark sunglasses behind his father. With a yelp, he darted back into his room via a door down a short hallway.

Otto helped Curt to his feet, grunting at his surprising weight. "I take it your son doesn't like me?"

Curt laughed, waving it off. "No, no! He's just nervous around strangers. He'll warm up to you." He walked behind an island bar some three odd yards from the front door and opened what Otto assumed was a mini fridge and produced twin cans of beer. He point one down on the bar and tossed the other one to his friend who had to lean forward at the last second to catch the cool beverage.

"So, tell me about this 'big project' you mentioned on the way over." Curt said, taking a sip from his beer.

A smile creped onto Otto's stony, features. "Ah, but you will have to wait and see Curt!" He popped the tab and took a large gulp. "But I can tell you this, it will be revolutionary!"

"I see we have similar goals." Curt walked out from behind the bar and plopped down on the loveseat with a groan. He raised his can back toward Otto, looking over his shoulder. "To the betterment of mankind!"

"Here, here." Otto toasted, clinking his can against that of Curt. Otto moved beside Curt and leaned on the sofa's arm as he chewed the inside of his left cheek. "Willing to share anything about yours?"

Curt snickered. "I suppose…" He said coyly. "I get crap funding and the assistants I work with are idiots! They couldn't tell an amino acid from a nitrilotriacetic acid! I mean, Jesus, I have a student in my biology class a hundred times more intelligent than the monkeys I have to work with!" Curt tipped his head back violently and gulped down the rest of his beer, trying his hardest to forget about last Saturday's little incident with nitroglycerine and a class four laser.

"Then why don't you get him to work with you?" Doctor Octavius joked.

Curt straightened his posture and tilted his head. "Actually Otto, that is brilliant idea."

* * *

_Forest Hills, Queens. A cesspool of crime and corruption prostitution on every, corner and crooked cops in every back ally. You'd be lucky to go two blocks without being shot dead over the cheap watch on your wrist._

"Well okay that is extreme hyperbole but come on! Give me break! I've been swinging around in, my jamies for three hours trying to find a someone that looks like a dealer. And now, I'm talking to myself! I've officially gone insane!" Spider-Man sighed, gliding through the warm night air by a thin silvery line of webbing.

He arced around a corner, far to high for any of the very few people still active to see, and released the web-line and sailed across the gap between buildings that would normally be called a street, but he so high up, there was no street about it, and grabbed hold of a long flag pole with both hands and allowed his speed to bleed off as he spun around the pole twice before coming to a rest, squatting on the top of the pole.

He scanned the ground far below him noting the presence of a handful of scantily, clad women and a handful of pedestrians talking to them before disappearing into back alleys or cars. Spider-Man raised a hidden eyebrow. "I'm pretty sure that one guy was a cop. Yep, that's a cop."

Peter slinked down the flagpole to the side of the building and began climbing its smooth surface. Spidey had a sneaking suspicion that this area would provide little in the ways of information on the location of any drug dealers.

He once more leapt into the air, leaving the flagpole jiggling from the release of mass, and swung off into the night.

"I mean, seriously, how can it be so hard to find a drug dealer in New York?" Spider-Man barked mid swing, "This is freaking ridiculous! I can never catch a freaking break!" He took a sharp turn to the left quickly followed by another down an alley on his right and released the line, letting himself glide across the end of the alley and sprint up the side of a grungy building using his sticking abilities.

Huffing when he reached the top, he pushed upward on the ledge with his right foot, sending himself higher. Spider-Man attached a web-line onto a, rooftop two buildings away and gave it a powerful tug, careening toward the roof at high speed.

Absorbing the impact this his right shoulder, he rolled across the rough surface and jumped the small divide between that roof and another, ricocheting off the side of an air conditioning unit and over the streets below.

Firing off another web-line, this time from his left wrist, the young superhero sped down lower, weaving between lanes of traffic, his spider-sense giving him a proper sense of how to get through it without being turned into street pizza.

Finally, Spider-Man adhered himself to the trailer of a large truck and lifted himself to the top. Right now he didn't really care what direction it was going, so long as he could catch his breath.

"Maybe I should just call it night? I mean, it's not something super-important or anything and I have date with Gwen in the morning so…" Spider-Man's musing was interrupted by a powerful blast of spider-sense. With spider-like reflexes, he twisted his body over, raising the whole of his left side into the air as a sharp steel blade broke the top of the trailer.

He could only think god that he had used the bathroom prior to going out.

The blade was quickly retracted, leaving a noticeable wound in the metal trailer. Gingerly, Spider-Man planted his left side back down, holding his breath as he brought his ear to the hole, hearing faint voices from within. One voice was heavy and gravelly while the other was higher and more strained in tone.

"Did you fucking have ta stab the roof?" Hissed the higher voice.

"I thought something might be crawling around there! Jeez, crucify a Merc for trying to impale a possible superhero!"

"Yeah, yeah whatever just watch that big ass knife around the, product, okay? I don't want to explain to Tombstone why we got two-hundred kilo's o' skag all over the floor, 'kay?"

Spider-Man's eyes narrowed under his mask. _What the heck is 'skag'? And who's Tombstone?_ Carefully, he crawled forward and over the side, making sure he made no noise as he did, and slipped onto the underside of the trailer drawing his body close against the base. _But if they hired a Mercenary, 'skag' must be some pretty pricey stuff they want kept safe. Well, this is probably as close to getting a lead on the drug dealings, so I guess I'm sticking around for a while!_

Sighing, he tightened his grip on the trailer bottom, digging his fingers into the metal itself for extra reassurance.

* * *

Okay, yes I know, I'm cutting this chapter short, but I felt that this really needed an update. Well, this marks the end of Get a Hair Cut and Get a Real Job, and the beginning of the next story arc, The Gathering, which will essentially be one really long fight scene.

My reboot of Superman Unlimited is getting under way, and the next chapter in Danny Phantom Unlimited will star production very soon. What? I have a life outside of these stories all right!

Next Chapter: Spider-Man finds himself in the belly of the beast, surrounded by gun totting foes and a mercenary with incredible power while Dare Devil races to the scene to put a stop to the drug trafficking. But even with the addition of The Man Without Fear, will Spider-Man survive the night? Needle Point Part One: One of Those Nights


	17. Needle Point Part One: One of Those N

**Needle Point Part One: One of Those Nights**

Peter was forced to admit that he had made smarter decisions in his life. Jumping out from under the truck when it stopped, despite his spider-sense warning him of the danger was most defiantly not one of them. Perhaps it was his tiredness clouding his better judgment, or his youthful impatience. Either way, he was now occupying his time leaping about the massive storehouse franticly as bullets fired from semi-automatic weaponry.

His head felt on the verge of exploding as warnings buzzed from every direction. Even with his incredible agility, Spider-Man still felt the sting of lead grazing his flesh. Desperately, the hero dropped behind a wall of metal crates, each twice the height of himself. No graceful landing could be attributed to this, so much so as merely collapsing on dirty ground with a soft 'thud'.

His back to the crates, breath ragged from exertion, he clutched his left bicep, which trickled a steady stream of blood down his arm, staining his costume. Tiny shocks and stabs of pain radiated from all over his body. The buzzing in his skull lessened for a brief moment before erupting back with full force. Exhausted trapped between the metal crates and the wall, Spider-Man was over whelmed in seconds as thugs rushed from around the corners, filling his vision still smoking gun barrels.

Only a singular thought formed in Peter's brain: _Crap_.

* * *

Cold night air, the ever-present stench of decay and filth still drifting upon its chaotic airstreams intertwining with the subtle and robust sounds, of the city. Rats dig through the trash, gnashing and tearing through plastic bags to reach the refuse treasure of human kind. The homeless stay curled inside their cardboard kingdoms, forgotten and unwanted by the world. One man, no older than Forty, breaths his last as his heart gives out, disease having ravaged it for more than a decade. A mercy for him?

Dare Devil shook the thoughts from his mind. Couldn't get distracted. Too far along for that, can't afford to meld with the world. Not yet at least. The crimson clad vigilante refocused himself. The sound of gunfire caught his ears. He couldn't wait any longer. With amazing grace and agility, Dare Devil traversed the rooftops, leaping and bounding with the skill of an Olympic gymnast. Adrenaline surged through his veins, stripping him of fear, of doubt and of limits.

* * *

There was only one time in his life that Peter could clearly remember that his skull hurt this much, and that was after a battle against a blood thirsty nut in a chicken suit. Now he was, being beaten to a pulp by a caveman that had apparently never seen the light of day. From what he could see of his capture and the sensation of heavy steel chain chaffing against his sides allowed Spider-Man to come to the understanding that he was most definitely screwed.

Circling him like a shark, mouthful of oddly pointy teeth and all, the six foot nine gorilla that was apparently Tombstone clenched and unclenched his ham sized fists while two thugs holding handguns stood by the doorway to Spidey's left and another guy in a skin tight red and black costume similar in over all design to his own save flared cuffs and ankles as well as being loaded down with more guns and knives than god, leaned casually against the wall in front of him humming the tune from 'Stuck in the Middle With You'. All in all, it did not bode well.

Tombstone stopped his circling and drank in his prey, broken and bleeding in a chair. The wanna-be superhero couldn't have been older than fifteen or fourteen from his height. Any doubt should have been, relieved by simply removing his mask but for some reason, it wouldn't come off as if it was held on by superglue. Honestly this didn't really matter to Tombstone. What did was that some punk kid had been able to track down a shipment and followed the truck to the warehouse.

With barely a thought, the brick wall Albino smashed his fist across Spider-Man's face, hearing a delightful cracking sound. The red fabric darkened from blood undoubtedly leaking from a busted lip.

"Isss that it? My glama can 'it slarder than dat. And slhe's like…dead 'n' stuff." He said in a slurred voice, head bobbing from side to side.

Tombstone clutched Spider-Man's scalp in his palm and forced it up and locked eyes with the teenage pest. "Listen you little snot rag," he thundered, "You either cut the shit, or I twist your head off like a bottle cap." To add emphasis to his threat, he tightened is already vice-like grip, giving his captive the distinct feeling of his skull caving in. "How did you find out about the shipment?"

Spidey gave a pathetic cough and gurgled a reply, biting back the taste of pennies. "Asssk ginslu-boy over dere. 'e'sssh de one dat tried to impalyel me on de 'oof."

Tombstone snapped his head around, glaring at the Merc. With agility belaying his size, the crimnal released Spider-Man's head and dashed toward Deadpool, slamming his fist next to his head. "Am I to be informed that it was because of _you _that this annoyance found it's way here?"

"Maybe." Deadpool replied matter-of-factly. Then Tombstone reared back to crush his skull with a fist. "Whoa-whoa-whoa big man! I got paid to kill Dare Devil. I figured he'd be coming here from info he pumped from the workers over in Hell's Kitchen. Mistakes were made. Mostly me agreeing to work for this writer again."

Sounding much like a shotgun blast, Tombstones fist impacted were Deadpool's head was just microseconds prior, the former having sprung to the side simultaneously drawing both his Katana, crossing them over his upper body in an x formation. "All right, I guess we get a fight scene early!" Deadpool leapt forward, twin swords raised over his head, exclaiming 'kowabunga' at the top of his lungs. At the apex of his jump, Tombstone produced a Browning 9mm from behind his back and fired off three rounds into his assailant's stomach, finally calmly side stepping his falling corpse.

He gave a sideways glance at the guards by the door, growling at them for their generous aid, and took aim at Spider-Man's head with an indifferent look. "It appears that this was all just poor timing. Shame, but you will have to be eliminated."

Spider-Man's world was filled with the sound thunder.

* * *

Hey! I got a new (pathetically short) chapter up! Yeah! So sue me for not updating in a while and wanting to give you guys something. Anyway, I also put up a small preview for the Carnage arc for Spider-Man Unlimited 2 up for Halloween. I've decided to make this the last arc for Spider-Man Unlimited 1, followed by a epilogue that will set things up for the sequel so I can concentrate more on getting DPU re-going and also work on laying out more of the storyline for the Marvel Unlimited Universe. I'm just going to start using MUU for short, okay?

Well, just drop a review and be patient.


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